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STRET C H ING OUR H ORI Z ON S

Annual Report 2010

Allgreen Properties Limited


CONTENTS

1 Corporate Data 26 Operations Review 43 Corporate Governance


3 Corporate Profile 30 Progress Report 53 Financial Statements
6 Chairman's Letter to 31 Development Properties 124 Statistics of Shareholdings
Shareholders 32 Overseas Investments 126 Notice of Annual General
10 Chairman's Letter to 33 Investment Properties and Hotel Meeting
Shareholders (Chinese) 34 Corporate Structure Proxy Form
12 Board of Directors 36 Financial Highlights
18 Management Team 40 Five-Year Financial Summary
22 Calendar of Events 42 Monthly Share Price
Information
C O R P O R AT E D ATA

Board of Directors Nominating Registrar And Share


Committee Transfer Office
Mr Goh Soo Siah
Executive Chairman Mr Wan Fook Kong Boardroom Corporate & Advisory
Mr Khor Thong Meng Chairman Services Pte Ltd
Executive Director Mdm Kuok Oon Kwong 50 Raffles Place, #32-01
Singapore Land Tower
Mr Michael Chang Teck Chai Mr Keith Tay Ah Kee
Singapore 048623
Executive Director
T (+65) 6536 5355
Mr Ang Keng Lam
Non-Executive Director Remuneration
Committee
Mr Andrew Choo Hoo Auditors
Non-Executive Director Mr Keith Tay Ah Kee
Foo Kon Tan Grant Thornton
Mdm Kuok Oon Kwong Chairman
Certified Public Accountants
Non-Executive Director Mdm Kuok Oon Kwong
Mr Henry Lim Shien Ching
Mr Lau Wah Ming Mr Jimmy Seet Keong Huat (Partner-in-charge since 2008)
Independent Director 47 Hill Street #05-01
Mr Jimmy Seet Keong Huat Chinese Chamber of
Independent Director Management Team Commerce & Industry Building
Mr Keith Tay Ah Kee Singapore 179365
Mr Wong Lin Chye T (+65) 6336 3355
Independent Director
Director (Development)
Mr Wan Fook Kong Mr Teo Keng Chiong
Independent Director Director (Development) Internal Auditors
Ms Lim Geak Keong
Director (Development) Ernst & Young
Company Secretary One Raffles Quay, North Tower,
Mr Yong Voon Chen Level 18, Singapore 048583
Ms Isoo Tan Director (Sales) T (+65) 6535 7777
Ms Lim Poh Hiang
Financial Controller
Registered Office Principal Bankers
Ms Isoo Tan
1 Kim Seng Promenade, #05-02 Company Secretary and
Legal Counsel DBS Bank Limited
Great World City, Singapore Malayan Banking Berhad
237994 Ms Henrietta Chong Oversea-Chinese Banking
T (+65) 6733 2822 General Manager (Hospitality) Corporation Limited
F (+65) 6738 3800 Ms Irene Tan Sock Eng Standard Chartered Bank
w www.allgreen.com.sg Marketing Director (Retail) The Bank of Tokyo-Mitsubishi
Ms Jenny Ng Cheow Nghee UFJ, Ltd
Centre Director The Hongkong and Shanghai
Audit Committee Banking Corporation Limited
United Overseas Bank Limited 1
Mr Jimmy Seet Keong Huat
Chairman
ANNUAL REPORT
2010

Mdm Kuok Oon Kwong


Mr Lau Wah Ming
Mr Wan Fook Kong
Suites @ Orchard
C O R P O R A T E P R O FIL E

A
llgreen is the Singapore Allgreen’s current primary focus is
property enterprise of the on residential property development
Kuok Group, a leading in Singapore. It has a significant
Asian conglomerate with diversified landbank of about 1.3 million square
businesses including trading, food feet of attributable gross floor area
industries, manufacturing, real of residential development as at 31
estate, hotels, shipping and the December 2010.
media. Incorporated in 1986 as
Allgreen Investments, Allgreen The Group has a successful track
Properties Limited was listed on the record of strong take-up rates for
Singapore Exchange in May 1999. its projects. A diverse portfolio of
As at 31 December 2010, the Group development projects caters to a
has 38 subsidiaries and 12 associated wide spectrum of homebuyers’ needs
companies. and budgets – including apartments,
condominiums, terraced and semi-
Allgreen’s core businesses comprise detached units. Currently, the Group
property development, property has 11 residential projects under
investment, hospitality, project construction or planning stage.
and property management. As at The Group’s investment property
31 December 2010, the Group’s portfolio comprises four properties.
assets are mainly in Singapore and The wholly-owned flagship Great
the People’s Republic of China World City is one of Singapore’s
(“PRC”). It has entered into various l argest integ rate d prop er t y
joint ventures to participate in the developments and comprises two
development of mixed projects 18-storey office towers connected
in Shanghai, Tianjin, Chengdu, by a 4-storey office podium, a
Qinhuangdao, Shenyang and 3-storey with 3 basements retail
Tangshan in the PRC. Allgreen has mall and 304 serviced apartments.
also acquired a prime site in District Other investment properties are
2, Ho Chi Minh City to develop a owned through a 55.4 per cent
condominium project and another stake in Cuscaden Properties Pte
site in Vung Tau City for a mixed Ltd, which owns the Traders Hotel,
development. a 546-room property near Orchard
Road; Tanglin Mall, a niche 3-storey
As one of the largest property groups with 4 basements shopping complex
in Singapore, Allgreen Properties located in the prime District 10;
has a balanced quality portfolio and Tanglin Place, a 4-storey with 1
of residential and commercial basement commercial complex.
properties.
Allgreen is engaged in project 3
management through its wholly-
ANNUAL REPORT
2010

owned subsidiary – Leo Property


Management Private Limited.
In 2010, the property market benefited from the more
optimistic global economic outlook. Despite lingering caution
amidst the uncertainty surrounding the debt crisis in parts
of Europe and a fear of a double dip recession, price
levels exceeded the historical peak in 1996.

We remain in a strong position to continue rolling


out projects to meet the current demand for housing,
having acquired a number of good sites in 2007.
VIVA
CHAIRMAN’S LETTER TO SHAREHOLDERS

Singapore’s economy grew by a


blistering 14.5% in 2010, recovering
much of the ground it had lost during
2009. It was one of the fastest growing
economies in the world, leading
6 Asia’s rebound.
ALLGREEN
Properties Limited
Singapore’s transparent laws, favourable tax policies,
stable political environment and expanding economy
positioned us well as a safe haven for real estate investment.
This coupled with attractive domestic interest rates and rising
income among our population lent support to
the strong property market in 2010.

S
ingapore’s economy grew by a blistering 14.5% in Rentals of private residential properties increased
2010, recovering much of the ground it had lost by 17.9%, fuelled by expanding businesses activities
during 2009. It was one of the fastest growing leading to an influx of expatriates. Office rentals also
economies in the world, leading Asia’s rebound, as it increased, rising by 12.6% on the back of tightening
came out of the worst global recession since the Great supply and rising demand, particularly for quality office
Depression. The growth was led by the manufacturing space. Overall rental increases were registered across
sector propelled by an increase in electronics and all commercial sectors – office, shop and industrial
biomedical manufacturing output. In tandem with the properties.
strong economy, the seasonally adjusted unemployment
rate fell to 2.2% . Singapore’s successful repositioning over the last five
years as a vibrant 21st century cosmopolitan city with
The property market benefited from the more optimistic a thriving business and financial sector, world class
global economic outlook. Despite lingering caution tourist attractions and more diverse retail offerings has
amidst the uncertainty surrounding the debt crisis in yielded record tourist arrivals of 11.6 million visitors this
parts of Europe and a fear of a double dip recession, past year. Orchard Road’s S$40 million makeover was
price levels exceeded the historical peak in 1996. completed. The opening of the two integrated resorts
This prompted the government to introduce a slew of (IRs), Marina Bay Sands and Resorts World Sentosa,
cooling measures in August 2010, such as changes to have further boosted tourist arrivals every month since
stamp duty and loan values for mortgages, to create a May 2010. They have proved to be such massive hits that
more stable and sustainable property market which it has been forecasted that Singapore could overtake
would reflect economic fundamentals. Nevertheless, Las Vegas in terms of gaming revenues and visitors by
in the months after the introduction of these initial as early as 2011. More significantly, the two IRs have
measures, the demand for private homes in the market raised the bar on visitor experience with family-styled
was not dampened. In 2010, a total of 16,292 units attractions, dining and retail options and MICE venues
were sold directly by private developers, more than the which have contributed to an overall boost for the
14,688 units sold in 2009. Prices of private residential entire hospitality industry. The spillover effect from the
properties increased 17.6% according to the Urban IR has been palpably felt and significantly reflected in
Redevelopment Authority’s (URA’s) Property Price the increase in average hotel room rates and occupancy.
7
Index. Fears of property bubbles building up within the Visitors were also drawn by recurring signature events
Hong Kong and Chinese markets and consequent fierce such as the Formula One Singapore Grand Prix and its
ANNUAL REPORT
2010

government measures to moderate prices there, led to accompanying F1 Rocks. This year’s tourism receipts
an influx of foreign investment into the local property were also helped by the inaugural Youth Olympics.
market. Singapore’s transparent laws, favourable tax
policies, stable political environment and expanding Against this backdrop of robust economic showing,
economy positioned us well as a safe haven for real for the financial year ended 2010, our development
estate investment. This coupled with attractive domestic and investment properties and hotel segments
interest rates and rising income among our population turned in healthy revenues. Construction of our local
lent support to the strong property market in 2010. developments and overseas projects progressed well
while our development launches met with success.
CHAIRMAN’S LETTER TO SHAREHOLDERS

Business Performance was 87%, an increase of 16% while average room rates
were about S$200 per apartment night. Great World
In 2010, we sold 448 number of residential units, a Serviced Apartments was also positively impacted by
6.3% decrease over 478 units sold in 2009. The slight the increased business activity. Average occupancy was
decrease in number of units sold was on account of 90% as compared with 80% the previous year while
buyers’ cautiousness in response to the Government’s average room rates were about S$8,900 per apartment
anti-speculative measures to maintain a stable and per month.
sustainable property market. We officially launched
The Cascadia in Bukit Timah in May, selling 248 out Financial Performance
of the 349 units launched. TOP for this development
was received in November 2010. Suites@Orchard along We are pleased to announce that the Group’s turnover
Handy Road was soft-launched in October 2010 with increased by 42%, to S$883.8 million, up from S$620.8
strong sales achieved; 90 units out of 118 were sold. million in 2009. This was driven largely by the Group’s
We release two more phases of our highly sought-after development properties, although all our business
development, Pavillion Park, in April and June 2010. segments performed well. The projects launched in
The 25 units and 40 units under Phase 2E and Phase 2010 such as The Cascadia and Suites@Orchard, as well
2F respectively were completely sold out. On the whole, as our earlier launch, Holland Residences launched
our developments properties did well throughout the in January 2010, were well received and sold at good
year, with only March and September posting a dip in margins. As a result, there was a 30% increase in Group
sales, probably on account of the initial market reaction profit after tax attributable to shareholders (excluding
to the government’s announcement of the measures to fair value adjustment of investment properties) from
rein in property prices. S$173.6 million in 2009 to S$226.3 million.

In terms of the quality of our developments, Cairnhill The Board is pleased to recommend a tax exempt (one-
Residences obtained an exceptional score on the tier) dividend of 5 cents per share for 2010 on account
CONQUAS (Construction Quality Assessment Scheme) of our strong financial performance which, subject to
for 2010 obtaining a score of 89. CONQUAS is a national shareholder’s approval, will be paid in May 2011.
yardstick for measuring the workmanship quality of
building projects and Allgreen properties consistently Overseas Investment
fare well using this quality assessment scheme.
Our development properties in China are making
We did not secure any new sites in 2010 with the very good progress. Our Shanghai Pudong Kerry Parkside,
fierce bidding that resulted in exceptionally high bids comprising a mixed hotel, office, retail and service
being placed for sites even in suburban areas. We are apartment development will be ready for its soft
continuously monitoring the market and will abide opening in the first half of 2011. In September 2010 we
patiently by our strategy of putting in bids for attractive launched the first phase of our 1,830-unit residential
sites at prices that will give us a good return on our development in Chengdu to resounding success, selling
investment. We anticipate that the coming year will almost all of the 460 units launched by December
see more sites put up for sale as the government had 2010. In May, we successfully bid for a third site in
8 indicated that it would release more land to ensure an Tangshan City, Hebei Province together with Kerry
adequate supply of housing to meet demand. In the Properties Limited and Shangri-La Asia Limited, our
ALLGREEN
Properties Limited

meantime, we remain in a strong position to continue sister companies, at a consideration of RMB19,017,000.


rolling out projects to meet the current demand for This site is adjacent to our existing site there, acquired
housing, having acquired a number of good sites in in 2009, and will be integrated with that site for a better
2007. configuration of the proposed hotel development. The
groundbreaking of the Tangshan site was conducted at
In line with increased visitor arrivals and higher average the end of 2009 and construction will be commencing
room rates and occupancy rates, which were S$212 and soon. Our other developments in Tianjin, Qinhuangdao
86% respectively, our investment and hotel properties and Shenyang are at various stages of development but
performed well. Average occupancy for Traders Hotel all are progressing according to schedule.
We are, likewise, making steady headway in Vietnam its intention to ensure sufficient land is made available
with our two planned developments there. Both for development to keep prices in check. Nevertheless,
residential projects are targeted at the higher end of the with interest rates likely to remain low and the economy
market. The first is in District 2 of Ho Chi Minh City, just remaining positive, demand for good quality homes is
off the slated new downtown, Thu Thiem. The second is anticipated to stay strong, especially among first-time
a beachfront villa development in Vung Tau City which home buyers, wealthy individuals and long-term, high
we anticipate will be a busy seaside town serving the port net worth investors. Furthermore, private housing will
and offshore bunkering activities. We are also exploring still be sought after among permanent residents and
the possibility of making headway into the mass market foreign investors. We, therefore, remain cautiously
housing segment in Vietnam to cater to the pent- optimistic that healthy prices will persist particularly in
up demand for housing in a rapidly-growing young, the higher-end segment.
middle-class market. Although the Vietnamese Dong
is currently undergoing some downward pressures and Barring unforeseen circumstances, we should remain
inflation is rising, we continue to maintain our optimism profitable given the healthy sales in development projects
in Vietnam based on its strong economic showing and and our portfolio of investment property continuing to
potential upside in the property sector. be profitable.

Community Involvement Acknowledgements

In 2010, our significant contributions were to the Asian On behalf of the Board, I would like to extend a warm
Women’s Welfare Association, Community Chest and welcome to Mr Lau Wah Ming and Mr Michael Chang,
Straits Times School Pocket Money Fund. In total respectively appointed to the Board as an Independent
we contributed approximately S$100,000 to various Director on 4 May 2010 and as an Executive Director
community causes. on 1 October 2010. Mr Lau brings with him over 20
years of experience having served in top positions in the
public sector, including Secretary to the Prime Minister
Outlook
and Cabinet from 2004 to 2009 until his retirement in
2009. Mr Chang having worked in the industry for close
The Singapore economy is projected to grow at a much to 40 years has an extensive network of contacts which
slower 4% to 6% in 2011 while globally, economic the Board can readily draw upon. We look forward to
recovery is expected to be uneven. Growth is expected their contributions which will certainly augment the
to be stronger in Asia than in Europe and the USA, Board’s functions and lead the Group to higher level of
where unemployment and ongoing balance sheet performances. I would like to express my most heartfelt
adjustments will dampen consumer demand. The risk appreciation to Mr Andrew Choo, who retired from the
of a contagion from the weaker European economies is Group in September 2010 after 30 years of dedicated and
still quite significant. China and India are still expected exemplary service. We are pleased that we will not be
to continue on an upward growth trajectory. Closer to deprived of his expertise as he continues to serve on the
home, the outlook for the property market in Singapore, Board as a Non-Executive Director and as a consultant
in the immediate future at least, has been dampened by to the Group. It leaves me now to thank our many
the imposition, in January this year, of the most severe stakeholders, including our management and staff, our
round of policy changes to date. These changes are aimed
homebuyers, tenants, guests, consultants, contractors, 9
suppliers, business partners and shareholders. Without
at further suppressing property prices which appeared
their loyal support, we would not have achieved the
ANNUAL REPORT
2010

to be remarkably resilient even after the introduction


successes of 2010. I am also grateful to members of the
of the first three rounds of cooling measures. The Audit Committee and my fellow Directors for their
increase in the holding period for the imposition of counsel, guidance and commitment. The year ahead
seller’s stamp duty (“SSD”), significant hike in the rate holds great promise and I look forward to achieving
of SSD and the lowering of the loan-to-value limit for further success with you.
both corporations and individuals have resulted in a
noticeable dampening of buyer sentiment and weaker Goh Soo Siah
volume of transactions. The government is expected Executive Chairman
to remain vigilant on property prices and has signaled 24 February 2011
ALLGREEN

10
Properties Limited
ANNUAL REPORT

11
2010
BOARD of DIRECTORS

12
ALLGREEN
Properties Limited

1. 2. 3. 4. 5.
1. Mr Goh Soo Siah 2. Mr Michael Chang Teck Chai 3. Mr Andrew Choo Hoo 4. Mr Khor Thong
Meng 5. Mdm Kuok Oon Kwong 6. Mr Jimmy Seet Keong Huat 7. Mr Keith Tay Ah Kee
8. Mr Wan Fook Kong 9. Mr Ang Keng Lam 10. Mr Lau Wah Ming

13
ANNUAL REPORT
2010

6. 7. 8. 9. 10.
BOARD of DIRECTORS

Mr Goh Soo Siah Mr Michael Mr andrew choo hoo


Age: 70 Chang Teck Chai Age: 68
Executive Chairman Age: 68 Non-Executive Director
Executive Director
Joined Kuok (Singapore) Limited Joined the Company in 1981 Joined Allgreen in 1980 and was
as an Executive Director in 1970 and was appointed an Executive appointed an Executive Director
and started its property business in Director on 1 Oct 2010. He on 1 November 2000. Mr Choo
1986. He was appointed Managing is responsible for the project retired from the employ of the
Director of Allgreen in 1990 and, management of some of the Company’s Company on 30 September 2010
Executive Chairman in January development projects. From 1972 but remains on its Board as a non-
2000. He has been on the Board to 1980, he was employed by the Executive Director. Prior to joining
of Shangri-La Hotel Limited since Public Works Department. He is a the Company, he was involved in
1974. He also served on the Board Member of the Royal Institution of project management for eight years,
of Sentosa Cove Pte Ltd from 1996 Chartered Surveyors, the Chartered with a large property development
to 2003. In 1995 and 1996 he served Institute of Arbitrators, Chartered company. He is a Professional
as a Board member of Singapore Management Institute and Singapore Engineer and a Fellow of the
Tourism Board. He is a graduate in Institute of Surveyors and Valuers. Institute of Engineers, Singapore.
Economics from the University of He holds a Professional Diploma in He graduated from the University of
Singapore, and gained an MBA at Quantity Surveying. Singapore in 1968 with a Bachelor
the University of British Columbia, of Engineering Degree. In 1975,
Canada. He is also a Chartered he obtained a Master of Business
Accountant. Management Degree from the Asian
Mr Khor Thong Meng Institute of Management.
Age: 60
Executive Director
Mdm kuok oon kwong
Joined Allgreen in 1982 and was Age: 64
appointed an Executive Director on Non-Executive Director
1 November 2000. Prior to joining
the Company, he had six years’
experience as a building consultant Is an Advocate and Solicitor
in both private and public sectors. He (Barrister-at-Law) from Gray’s Inn,
is currently a Board Member of the London. She was in private legal
National Fire and Civil Emergency practice in Malaysia from 1974 to
Preparedness Council, and an 1983. In 1983, she joined Kuok
Executive Committee Member (Singapore) Limited as the Company
of the Real Estate Developers Secretary and Legal Advisor, and in
Association of Singapore. He is also 1984 she was appointed a Director.
a Fellow of the Society of Project In 1986, she became a Director of
Managers. He graduated with a Allgreen, and she also sits on the
Bachelor of Engineering Degree Boards of its subsidiary companies,
(First Class Honours) from the Leo Property Management Pte Ltd,
University of Singapore in 1974, and Cuscaden Properties Pte Ltd and
holds an MBA from the University Midpoint Properties Limited. In
14
of California, Berkeley, USA. 1986, she was appointed Company
Secretary of Shangri-La Hotel,
ALLGREEN
Properties Limited

Singapore, and in 1988 she joined its


Board, being appointed Executive
Chairman in January 2000. In
November 1998, she was appointed
Managing Director of Shangri-La
Hotels (Malaysia) Bhd. She is also
a Director of Shangri-La Hotel
Public Company Limited (listed
in Bangkok).
Mr Jimmy Mr Keith Tay Ah Kee Mr Wan Fook Kong
Seet Keong Huat Age: 66 Age: 64
Age: 73 Independent Director Independent Director
Independent Director
Became an Independent Was appointed as a Director of Is a Chartered Surveyor with more
Director of Allgreen in April Allgreen in January 2000. He was than 30 years’ experience in the real
1999. He began his local career Chairman and Managing Partner of estate industry, in both the public and
with an international accounting KPMG Peat Marwick, from 1984 to private sectors. Beginning his career
firm in 1969, and subsequently 1993. He now serves on the Boards in HDB, he next joined a leading real
was employed in commerce for six of several public companies. He estate developer, before moving into
years with a multinational group is currently Chairman of Stirling private practice. In private practice,
of companies in Singapore. He Coleman Capital Ltd. He is also he has been a Proprietary Partner
commenced professional practice on the board of the Singapore in Jones Lang Wootton, a Director
from 1978 to 1986, and thereafter International Chamber of Commerce, and Shareholder in Colliers Goh
with an international accounting of which he was Chairman from 1995 and Tan (now known as Colliers
firm, from which he retired in 1996. to 1997. International), and ran his own
Since then, he has been appointed practice. He was Group Executive
a Director of several corporations, Director of the Chambers Group of
including public listed and private Mr Lau Wah Ming Companies, a real estate consultancy
companies. Age: 65 practice. He was a Council member
Independent Director of the Singapore Institute of
Surveyors and Valuers, and has also
served on the Building Advisory
Mr Ang Keng Lam Was appointed as an independent
Committee of the Ngee Ann and
Director of Allgreen in May 2010.
Age: 64 Singapore Polytechnics. He is also a
He retired in December 2009 as the
Non-Executive Director Cabinet Secretary and Secretary to
past President of the Association of
Property and Facility Managers. He
the Prime Minister, after serving
Joined the Kuok Group in 1976 as a became an Independent Director of
40 years in the public sector. His
senior executive. In June 2008, he Allgreen in April 1999.
training is in systems engineering
was appointed the Vice-Chairman and business administration, and he
of Kerry Holdings Limited, the has broad experience in areas which
immediate holding company of include public policy administration,
Kerry Properties Limited (“KPL”), a economic development, finance,
company listed on the Hong Kong human resource management,
Stock Exchange and in which he transport and communications,
was the Chairman from August education, infrastructure, housing
2003 to June 2008. Mr Ang is a and land planning, and in legal
member of the National Committee policy development. He is currently
of the Chinese People’s Political Chairman of the Bishan Home for
Consultative Conference. He is the Intellectually Disabled, and
the Chairman of Kerry Logistics Vice-Chairman and Executive
Network Ltd since July 2000. He is Director on the Board of WaterTech
also the Chairman of China World Pte. Ltd. He is a consultant with a law
Trade Center Company Limited, corporation, a Principal Mediator 15
which is listed on the Shanghai with the Singapore Mediation
Stock Exchange and the chairman of Centre and also does consultancy
ANNUAL REPORT
2010

a number of companies in the PRC. work for listed companies.


He has recently been appointed
as Executive Director of Beijing
Properties (Holdings) Limited
in Jan 2011. He has a Bachelor’s
degree in Civil Engineering from
the University of Western Australia
and an MBA from the University
of Toronto, and has also completed
the International Advanced
Management Program at Harvard
Business School in November 1998.
BOARD of DIRECTORS

The principal directorships and major appointments of the directors, past and present, are set out below:-

Name of Director Present Principal Directorships Past Directorships


and Major Appointments held in the last 3
years
Goh Soo Siah Allgreen Properties Limited Evergreen Park Pte Ltd
Shangri-La Hotel Ltd Queenstown Peak Pte Ltd
Kuok (Singapore) Ltd Thomson Green Pte Ltd
Midpoint Properties Limited
Shanghai Pudong Kerry City Properties Co., Ltd.
Tianjin Kerry Real Estate Development Co., Ltd.

Andrew Choo Hoo Allgreen Properties Limited Thomson Green Pte Ltd
Khor Thong Meng Allgreen Properties Limited Evergreen Park Pte Ltd
National Fire and Civil Emergency Queenstown Peak Pte Ltd
Preparedness Council (Board Member) Thomson Green Pte Ltd
Real Estate Developers Association of
Singapore (Executive Committee Member)
Society of Project Managers (Fellow)
Tianjin Kerry Real Estate Development Co., Ltd.

Ang Keng Lam Allgreen Properties Limited Kerry Properties Limited


Kerry Holdings Limited
China World Trade Center Company Limited
Beijing Properties (Holdings) Limited

Kuok Oon Kwong Allgreen Properties Limited International Hotel


Kuok (Singapore) Ltd Management School Pte Ltd
Midpoint Properties Limited Full Grow Group Inc.
Shangri-La Hotel Ltd Shangri-La Asia Limited
Shangri-La Hotels (Malaysia) Bhd
Dalit Bay Golf & Country Club Bhd
Kuok Brothers Sdn Bhd
Shangri-La Hotel Public Company Ltd (Thailand)

Jimmy Seet Allgreen Properties Limited Wincox Trading Pte Ltd

16
ALLGREEN
Properties Limited
Name of Director Present Principal Directorships Past Directorships
and Major Appointments held in the last
3 years
Keith Tay Allgreen Properties Limited Singapore Power Ltd
Singapore Post Limited Pokka Corporation (Singapore)
Rotary Engineering Ltd Ltd
FJ Benjamin Holdings Ltd Aviva Limited
Stirling Coleman Capital Limited
Singapore Reinsurance Corporation Ltd
Singapore Airport Terminal Services Limited
SP PowerAssets Limited
AMVIG Holdings Limited
PowerGas Limited
YTL Starhill Global REIT Management Limited
TFK Corporation (Japan)
Singapore Institute of Directors
Singapore International Chamber of Commerce

Wan Fook Kong Allgreen Properties Limited Global Creatif Financial Pte Ltd
FK Wan Property Consultants Pte Ltd Fine Grain Property Pte Ltd
Property Facility Services Pte Ltd
Fine Grain Property Consortium Pte Ltd
FG Property No. 1 Pte Ltd
Ibase Technology Pte Ltd
AA Traffic Pte Ltd
AA Vehicle Inspection Centre Pte Ltd
Rotary Club of Sentosa Charity Ltd
United Valuers Pte Ltd

Lau Wah Ming Allgreen Properties Limited


WaterTech Pte. Ltd

Michael Chang Allgreen Properties Limited Evergreen Park Pte Ltd


Wyndham Construction (Pte) Ltd Myanmar Piling Pte Ltd
Leo Property Management Pte Ltd

17
ANNUAL REPORT
2010
MANAGEMENT TEAM

18 1. 2. 3. 4. 5. 6.
ALLGREEN
Properties Limited

1. Mr Wong Lin Chye 2. Ms Jenny Ng Cheow Nghee 3. Mr Teo Keng Chiong


4. Ms Lim Geak Keong 5. Mr Yong Voon Chen 6. Ms Irene Tan Sock Eng
1. 2. 3. 4. 5. 6. 19
ANNUAL REPORT
2010

1. Mr Goh Soo Siah 2. Ms Isoo Tan 3. Mr Khor Thong Meng


4. Ms Henrietta Chong 5. Mr Michael Chang 6. Ms Lim Poh Hiang
MANAGEMENT TEAM

Mr Wong Lin Chye Ms Lim Poh Hiang Ms Henrietta Chong


Director Of Development Financial Controller General Manager (Hospitality)

Joined the Company in 1983. Joined the Company from 1995 to Joined the Company in November
He is responsible for the project 2006 and rejoined the Company 1999. She is responsible for the overall
management of some of the in July 2008. She is responsible management of the Company’s
Company’s development projects. for overseeing the Allgreen serviced apartments. She has more
He is currently the Country Head Group’s financial and management than 27 years in the hospitality
for Vietnam. Before joining the accounting payroll and taxation industry with about 17 years in sales
Company, he worked in property matters. From 2006 to July 2008, and marketing, and more than a
management in both public and she was a Finance Manager of the decade in operations and general
private sectors for four years. He property division of the F&N group. management. Currently she is
graduated from the University of Prior to joining the Allgreen Group also serving as the Vice-President of
Singapore with a BSc Degree in in 1995, she was an auditor with the Singapore Serviced Apartments’
Estate Management in 1979. an international public accounting Association.
firm. She holds a Bachelor of
Accountancy Degree (Honours)
from the Nanyang Technological
Ms Irene Tan Sock Eng
University and is a Certified Public
Marketing Director (Retail)
Accountant.

Joined the Company in 1993. She is


responsible for the leasing of retail
units in Tanglin Place, Tanglin Mall
and Great World City. She has more
than 27 years’ experience in tenant
relations and the leasing of space
for retail and commercial centres.
Prior to joining the Company, she
spent 13 years as Tenant Relations
Manager and Leasing Manager for a
listed property company.

20
ALLGREEN
Properties Limited
Ms Jenny Ms Isoo Tan Mr Yong Voon Chen
Ng Cheow Nghee Company Secretary & Director Of Sales
Centre Director Legal Counsel

Joined the Company in 1995. She is Joined the Company in August Joined the Company in 1994.
responsible for operations, centre 2000. She is responsible for He is in charge of the Marketing
management and tenant liaison for overseeing Allgreen Group’s legal Department and responsible for
Tanglin Place, Tanglin Mall and and corporate secretarial matters. the marketing of the Company’s
Great World City. She has more than Prior to joining the Company, she residential projects, as well as the
27 years’ experience in the retail and had over six years’ experience in leasing of office space at Great World
shopping centre business. private practice at major law firms City. He has more than 16 years’
in Singapore, and over three years’ experience in real estate marketing
in-house legal experience with a and project management. Before
conglomerate having diversified joining the Company, he worked
Mr Teo Keng Chiong
business interests. She holds a with the public housing authority
Director Of Development
Bachelor of Law Degree (Honours) for four years. He holds a Bachelor
from the National University of Building Degree (Honours) from
of Singapore. the National University of Singapore
Joined the Company in 1990. He is
and a Postgraduate Diploma in
responsible for project management
Financial Management.
and also heads the Company’s
Quality Assurance Department. Ms Lim Geak Keong
Before joining the Company, he Director Of Development
worked with the Housing and
Development Board. He holds the
Bachelor of Science (Building), Joined the Company in 1987. She is
Postgraduate Diploma in Building responsible for project management.
Science and Masters of Science (Real Before joining the Company, she
Estate) degrees from the National had 5 years’ experience in private
University of Singapore. He is a practice at architectural firms in
member of the Singapore Institute Singapore. She holds the Bachelor
of Surveyors and Valuers. of Architecture Degree from the
National University of Singapore.

21
ANNUAL REPORT
2010
CALENDAR of EVENTS

VIVA Holland Residences

JANUARY 2010 May 2010

Holland Residences was soft launched on 26 Jan. Mr Lau Wah Ming was appointed as an Independent
Director to the Board of the Company on 4 May and
February 2010 joined the Audit Committee on 12 May.

The Company released its unaudited consolidated results On 18 May, the Company successful bidded for a third site
for year ended 31 December 2009 on 25 February which in Tangshan City, Hebei Province, PRC together with its
reported a 141% improvement in the Group’s profit sister companies, Kerry Properties Limited and Shangri-
attributable to the shareholders from S$67.4 million in La Asia Limited at a consideration of RMB19,017,000.
2008 to S$162.7 million in 2009. The site is adjacent to an existing Tangshan site (acquired
in 2009 for a hotel development) and will be integrated
April 2010 with this site for a better configuration of the proposed
hotel development.
Phase 2E of the Pavilion Park was launched on 20 April.
The Cascadia was officially launched to the public on 22
The Annual General Meeting was held on 28 April at the May with fairly strong sales achieved.
Traders Hotel.
June 2010
The Company released its unaudited first quarter 2010
results on 28 April. The Group’s attributable profit Company staff enjoyed a 4-day trip to Hoi An, Vietnam.
improved by 23% from S$33.3 million in 1Q 2009 to
S$40.8 million in 1Q 2010. Phase 2F of the Pavilion Park was launched on 12 June.
22
August 2010
ALLGREEN
Properties Limited

The Company released its unaudited second quarter and


half year results on 12 August. The Group’s attributable
profits improved by 41% from S$52.7 million in 1H2009
to S$74.4 million in 1H2010.
Suites @ Orchard One Devonshire

September 2010 DECEMBER 2010

Mr Andrew Choo retired from the employ of the The Group entered into a share transfer agreement on
Company on 30 September but remains on the Board 31 December for the transfer of 15% equity interest
as a Non-executive Director. He is also engaged as a in Kerry (Shenyong) Real Estate Development Co Ltd
consultant to the Company after his retirement. (“KSRE”) to Shangri-La Asia Limited. KSRE is a joint
venture set up to develop a mixed use development in
October 2010 Shenyang, PRC.

Mr Michael Chang was appointed as an Executive FEBRUARY 2011


Director to the Board on 1 October.
The Company released its unaudited consolidated
Suites at Orchard was soft-launched on 13 October with results for the year ended 31 December 2010 on 24
strong sales achieved. February which reported a significant increase in the
Group’s profit attributable to the shareholders from
NOVEMBER 2010 S$162.7 million in 2009 to S$290.7 million in 2010. 23
ANNUAL REPORT
2010

The Company released its unaudited third quarter


results on 10 November which saw an improvement
of the Group’s profit attributable to shareholders from
S$126.7 million in 9 months of 2009 to S$130.3 million
in 9 months of 2010.
Holland Residences
Our development properties turned in a strong
performance in 2010, propelled by the buoyant economy.
A total of 448 units (as at 31 December 2010)
were sold from our 11 projects.

In October 2010, Suites@Orchard, a well-situated


99-year leasehold development along Handy Road
comprising 118 units was launched with strong
sales achieved, despite the announcement shortly
before by the Government of measures introduced
to cool the property market.
O P E R A T I O N S R E VI E W

We launched two more phases, Phase 2E We did not make any successful bid for land tenders held
in April 2010 and Phase 2F in in 2010, as many of the bids by other developers were
June 2010. Both Phases 2E and 2F much higher than what we would have been prepared
were completely sold out. to offer in order to get a good return on investment.
Nonetheless, we will monitor the market in the coming
year as the government has made it clear that it intends
to release more sites, particularly in the suburban area,
Development Properties
for residential development.
Our development properties turned in a strong
performance in 2010, propelled by the buoyant
Construction and Management
economy. A total of 448 units (as at 31 December 2010)
were sold from our 11 projects.
Due to the positive results achieved from the upgrading
works to the operational equipment in Great World
We launched three new developments during the
City Office, among them, the air-conditioning and
course of the year. In January 2010, we launched
chiller systems, a similar Energy Audit was conducted
Holland Residences to much success. 78 units out of the
for Tanglin Mall in 2010, with plans to proceed with
83-unit development have been sold to date. Our high-
similar upgrading works of the air-conditioning and
end 536-unit condominium development along Bukit
mechanical ventilation system. Also in the works for
Timah Road, The Cascadia, was officially launched in
2011 is the replacement of the 22kV High-Tension
May 2010. 248 out of the 349 units released for sale
Switchgears at Great World City. We will be upgrading
were taken up. TOP was obtained on 19 November
our EPS Parking System to be CEPAS (Contactless
2010. In October 2010, Suites@Orchard, a well-situated
ePurse Application Standard) compliant at both Great
99-year leasehold development along Handy Road
World City and Tanglin Mall in 2011.
comprising 118 units was launched with strong sales
achieved, despite the announcement shortly before
by the Government of measures introduced to cool
Investment Properties and Hotel
the property market. 90 units were sold with 28 units
left. Our popular landed development in Bukit Batok,
Revenue from our investment properties, namely Great
Pavilion Park, continued to attract discerning buyers.
World City Office and Retail, Great World Serviced
We launched two more phases, Phase 2E in April 2010
Apartments, Tanglin Mall and Tanglin Place increased
and Phase 2F in June 2010. Both Phases 2E and 2F were
by 7% due to higher rentals achieved by most of the
completely sold out. In year 2010, we sold 69 units of
properties given the high demand for commercial
this development with only one showflat left from the
and residential space during the year. Traders Hotel
earlier launches of Phases 1C to 2F.
also generated higher revenues from increased room
rates. Overall, this segment contributed 19.5% of total
Work on One Devonshire, our up-market 152-unit
revenue, a decrease of 4.9% compared with 24.4% of
condominium is progressing according to schedule.
total revenue last year.
The development is expected to receive TOP next year.
26 Construction of RV Residences along River Valley,
Midpoint Properties Limited, which owns Great World
a 248-unit residential development of one, two and
City development, made a profit before tax and fair
three-bedroom units with rooftop swimming pool,
ALLGREEN
Properties Limited

value adjustment of S$61 million. Cuscaden Properties


attic and basement car park is slated to commence next
Pte Ltd, the holding company for Tanglin Mall, Tanglin
year, with sewerage works already in progress. We have
Place and Traders Hotel, posted a profit before tax and
three other launch-ready developments – RiverBay and
fair value adjustment of S$31.1 million.
Riviera 38 at Mar Thoma Road and Sky Suites@Anson
at Enggor Street which may be released to the market
in 2011.
Holland Residences One Devonshire

Skysuites @ Anson

One Devonshire Skysuites @ Anson

27
VIVA
ANNUAL REPORT
2010
O P E R A T I O N S R E VI E W

In Chengdu, the first phase of 460 units of our Orchard/River Valley enclave. Adding to the vibrancy
development was launched and as at end of the retail mix, are also retails outlets selling exotic
Dec 2010, it was substantially sold out products such as Mount Sapola which sells unique
fetching between RMB11,000 to RMB12,000 Thai toiletries.
per square metre.
We did not do any further reconfiguration to Tanglin
Mall which has undergone extensive renovation as
well as reconfiguration in recent years. The tenant mix
Great World Serviced Apartments remains relatively stable, with almost 80% of tenants
renewing their leases.
We achieved an average occupancy of 90% at Great World
Serviced Apartments as compared with 80% in 2009.
Offices
We will be refurbishing all the soft-furnishings in the
living and dining areas of our apartments in 2011. Since the second quarter of 2010, Singapore’s office
market has been performing well. Rising employment
The outlook for this sector remains good. Singapore and the growing financial and services sectors are just
and regional economies are expected to remain strong. some of the factors which prompted an expansion
Demand for our serviced apartments from executives of business activity here. As such, Great World City
on short-term assignments as well as from business achieved 95.9% occupancy as at December 2010 with
travelers attending the robust pipeline of conferences committed occupancy around 97.2% at year end
and conventions in the next two years will ensure our compared with 95.9% in 2009. Tanglin Place had average
rental and occupancy rates remain at healthy levels. occupancy of 92.9% with 95.7% committed occupancy
at the end of 2010 compared with 97.4% in 2009. Real
estate analysts have predicted that office rentals are set
Retail to rise between 15 to 20%, outpacing the residential
market which augurs well for our properties.
Tanglin Mall and Great World City achieved almost
100% occupancy with renewals ranging between 5 and
15 % higher. Traders Hotel

Some minor reconfiguration of retail space was The rebound in tourist arrivals of 11.6 million, a 19.5%
undertaken at Great World City Basement 1 and level 2 increase from the relatively weak 2009 levels of 9.7
with certain tenants choosing not to renew and others million had a positive impact on Traders Hotel. Total
requiring a larger retail presence. Basement 1 saw a occupancy increased by 16% to 87%, up from 71% last
downsizing in premises by one of our tenants which year. Average room rates increased by S$18 or 10%,
allowed some new tenants to take up retail space. We which is in line with increased room rates across the
now have a mix of retail outlets, comprising Yoguru, industry.
Chocolate Factory, Ta-ze and a Singapore Pool’s outlet.
28 On level 2, Motherwork has expanded its retail space The tourism sector in Asia and Singapore is powering
and incorporated a delectable cup cake café within ahead which will boost inbound travel to Singapore.
ALLGREEN
Properties Limited

its premises. Some tenants have revamped their store The successful opening of the two Integrated Resorts
fronts, lending a more vibrant and exciting look to the (IRs), already touted to overtake Las Vegas in terms of
stores. There are now more stores catering to children’s visitors and revenue by 2012, will continue to have a
needs, among them Pumpkin Patch and Kidz Story, positive spillover effect to the hotel industry in general,
which ties in well with Great World City’s positioning boosting average occupancy and room rates overall.
as a family-oriented suburban mall within the Additionally, recurring world-class events such as the
Formula One Singapore Grand Prix, FI Rocks and Our planned developments in Vietnam, in Ho Chi Minh
Zouk Out will nudge Singapore into the league of top City and in Vung Tau City are proceeding steadily. The
global destinations. first, in District 2 of Ho Chi Minh City is just off the
planned new downturn area of Thu Thiem which will
comprise commercial and residential developments.
Support Operations Thu Thiem is located across the Saigon River from the
existing CBD area. With the opening of a tunnel next
Leo Property Management Private Limited oversees year which will pass through Thu Thiem and District
the project management of all Allgreen’s properties and 2, our project will be only 10 minutes away from the
hotel projects. Together with other support operations, CBD. Piling works of our development have been
they accounted for 0.1% of total revenue for both 2010 completed and our showflat is ready for the official
and 2009. launch. Our proposed development in Vung Tau City is
still in the planning stages. Vung Tau City is gradually
transforming itself into a bunkering hub with off-shore
Overseas Investments oil exploration and port activities flourishing. It is
also a popular destination for weekend getaways from
We are looking ahead to the soft opening of the Shanghai Ho Chi Minh City. As such, we are planning to develop
Pudong Kerry Parkside in the first half of 2011. In beachfront villas over 23 hectares which will be built
Chengdu, the first phase of 460 units of our development in phases. The development will be aimed primarily at
was launched and as at end Dec 2010, it was substantially wealthy Vietnamese who want a second holiday home or
sold out, fetching between RMB11,000 to RMB12,000 who would like to purchase an investment property for
per square metre. We will be launching the remaining rental to expatriates working in the area. Our outlook
units of this 1,830-unit development in subsequent for Vietnam is positive. With a burgeoning middle class,
phases. We were successful in obtaining a third site in there is a pent up demand for housing which is currently
Tangshan City, Hebei Province after putting in a bid often on the basis of shared tenements. We are exploring
for RMB19,017,000 with our sister companies, Kerry the possibility of entering the mass market segment, as the
Properties Limited and Shangri-La Asia Limited. With Vietnamese government looks into ways to collaborate
this additional site, we will now be able to reconfigure with private developers to meet the mass market demand
our proposed hotel development there. Our other sites in for housing.
China are at various stages of development. For our sites
in Tianjin, basement works are currently in progress,
while piling works for phase 1 have commenced at our
Shenyang site. For Qinhuangdao, planning approvals are
in progress. Our focus in the China market presently is
to sell our existing stock. The market in China is holding
up well and despite some uncertainty in the market, we
have managed our risks well and are optimistic about
the continued strength of the market.

On 31 December 2010, we entered into a share transfer 29


agreement with Shangri-La Asia Limited’s subsidiary for
ANNUAL REPORT
2010

the transfer of 15% equity interest held by us in Kerry


(Shenyang) Real Estate Development Co., Ltd (“KSRE”).
Given the experience of the Shangri-La Group in the
hotel industry, it would benefit the project greatly to
allow the participation of a hotel operator which would
bring better prospects, success and enhanced value for
KSRE.
PROGRESS REPORT

THE CASCADIA ONE DEVONSHIRE


435 out of 536 units have been sold to date. 152 condominium units. The project was launched
in June 2009. All units have been sold.

CAIRNHILL RESIDENCES
97 apartments. All units have been sold. TOP was HOLLAND RESIDENCES
obtained in November 2009. 83 condominium units. The project was launched
in January 2010. 78 units been sold.

PAVILION PARK
All units in Phases 1A and 1B have been fully sold VIVA
and TOP issued. 235 condominium units. Relaunched on 3 August
2009. All units have been sold.
Phase 1C was launched in May 2007. To date all
43 units have been sold. TOP was obtained in
February 2008 and 2009. SUITES AT ORCHARD
118 apartment units. Project was launched on
Phase 2A was launched in November 2007. To October 2010. 90 units have been sold to date.
date, 16 out of 17 units have been sold. TOP was
obtained in January 2010.
RIVERBAY
Phase 2B was launched in December 2007. All 30 147 apartment units. Showflats completed.
units have been sold. TOP was obtained in June 2010.

Phase 2C was launched in January 2008. All 40 RIVIERA 38


units have been sold. 102 apartment units. Showflats completed.

Phase 2D was launched in September 2009. All 40


units have been sold. RV RESIDENCES
248 apartment units. Showflats completed.
Phase 2E was launched in June 2010. All 25 units
have been sold.
SKYSUITES@ANSON
Phase 2F was also launched in June 2010. All 40
360 condominium units and 5 commercial units.
units have been sold.
Showflats completed.

The remaining phases with units of approximately


156 terraces and semi-detached houses have not
WEST COAST ROAD
been launched.
30 131 apartment units. At planning stage.
ALLGREEN
Properties Limited
DEVELOPMENT PROPERTIES
As at 31 December 2010

Name/ Tenure Type of Stage of Actual / Effective Site Gross


Location development Construction Expected Equity Area Floor
Year of Interest (SQM) Area
Temporary (%) (SQM)
Occupation
Permit

Pavilion Park at FH Landed 90


Bukit Batok Road
- Phase 1Ca TOP Feb 2008
10,990 10,063
- Phase 1Cb TOP Feb 2009
- Phase 2A TOP Jan 2010 3,960 3,614
- Phase 2B TOP Jun 2010 6,441 6,383
- Phase 2C Under Construction 2011 8,968 8,492
- Phase 2D Under Construction 2011 8,950 8,498
- Phase 2E Under Construction 2013 6,309 5,300
- Phase 2F Under Construction 2013 9,018 8,500
- Phase 1D/2G-2J Planning Stage N.A. 38,297 33,221
The Cascadia at FH Condominium TOP Nov 2010 65 27,571 57,072
Bukit Timah Road
One Devonshire at FH Condominium Construction In 2011 70 7,329 20,522
Devonshire Road Progress
Holland FH Condominium Construction In 2012 100 6,855 10,557
Residences at Progress
Taman Warna
VIVA at Jalan FH Condominium Construction In 2012 80 11,901 33,324
Korma Progress
RV Residences at 999 Apartments Showflats Completed N.A. 92 6,723 18,824
River Valley Road
Riviera 38 at 999 Apartments Planning Stage N.A. 100 2,828 7,918
Mar Thoma Road
RiverBay at 999 Apartments Planning Stage N.A. 100 3,837 10,744
Mar Thoma Road
SkySuites@Anson 99 Apartments Planning Stage N.A. 90 2,788 23,420
at Enggor Street
Project at FH Condominium Planning Stage N.A. 100 7,254 10,156
West Coast Road
Suites at Orchard 99 Apartments Showflats Completed N.A. 100 3,586 10,041
173,605 286,649

31
ANNUAL REPORT
2010
OVERSEAS INVESTMENTS
As at 31 December 2010

Country/ Tenure Type Holding Effective Site Area Gross Floor


City Company Equity (sqm) Area (sqm)
Interest(%)

Leasehold up to:
China 31 Dec 2055 Mixed (Office/ Allgreen 16 58,900 230,000
(Shanghai) Serviced Properties
Apartments/ (Shanghai)
Retail/Hotel) Pte. Ltd.
China 23 Jan 2078 Mixed Allgreen 31 86,164 499,000
(Tianjin) (for residential) (Residential/ Properties
23 Jan 2058 Office/ Serviced (Tianjin)
(for non Apartments/ Pte. Ltd.
residential) Retail/Hotel)
China Site (I): Mixed Allgreen
(Chengdu) 11 Sep 2077 (Residential/ Properties
(for residential) Commercial) (Chengdu)
11 Sep 2047 Pte. Ltd.
(for commercial)
Site (II):
31 Oct 2077
(for residential) 25 141,661 645,317
31 Oct 2047
(for commercial)
Site (III)
28 March 2078
(for residential)
28 March 2048
(for commercial)
China Site (I): Mixed Allgreen
(Qinhuangdao) 31 May 2077 (Residential/ Properties
(for residential) Retail) (Qinhuangdao)
31 May 2047 Pte. Ltd.
10 194,199 442,200
(for commercial)
Site (I)
31 May 2077
(for residential)
China 4 August 2059 Mixed (Hotel/ Allgreen 30 172,694 1,361,598
(Shenyang) (for residential) Office/ Retail/ Properties
4 August 2049 Apartments) (Shenyang)
(for commercial) Pte. Ltd.
China 14 April 2080 Mixed (Hotel/ Jeston 25 94,769 277,503
32 (Tangshan) (for residential) Residential) Investments
14 April 2050 Pte Ltd
(for hotel)
ALLGREEN
Properties Limited

Vietnam * Residential Allgreen 65 15,591 86,460


(Ho Chi Properties
Minh City) (Vietnam) Pte.
Ltd.
Vietnam * Residential Allgreen 90 228,786 142,150
(Vung Tau City) Properties
(Vietnam) Pte.
Ltd.
992,764 3,684,228

* Land Use Rights Certificate has not been issued.


INVESTMENT PROPERTIES & HOTEL

Name/Location Tenure Type Holding Effective NET LETTABLE


Company Equity AREA (SQM)/
Interest NO. OF ROOMS
(%)

Tanglin Mall Leasehold to Retail Cuscaden 55.4 13,592 sqm


163 Tanglin Road 30 May 2090 Properties Pte
Ltd

Traders Hotel Leasehold to 30 Hotel Cuscaden 55.4 546 rooms


1A Cuscaden Road May 2090 Properties
Pte Ltd

Tanglin Place Freehold Retail/Office Tanglin Place 55.4 3,193 sqm


91 Tanglin Road Development
Pte Ltd

Great World City Mall Freehold Retail Midpoint 100 37,911 sqm
1 Kim Seng Promenade Properties
Limited

Great World City Offices Freehold Office Midpoint 100 29,423 sqm
1 Kim Seng Promenade Properties
Limited

Great World Serviced Freehold Serviced Midpoint 100 304 apartments


Apartments Apartments Properties
2 Kim Seng Walk Limited

33
ANNUAL REPORT
2010
C O R P O R AT E S T R U C T U R E

Kerry Development
(Chengdu) Ltd.
25%
ALLGREEN PROPERTIES LIMITED
- Suites At Orchard (Handy Road)
- Project at West Coast Road
Million Palace 25%
Development
(Chengdu) Co., Ltd
25%
Wealthy Plaza Allgreen Properties 100%
Development (Chengdu) Pte. Ltd.
(Chengdu) Ltd. - Investment in Chengdu

100% 55.4%
Benefit Investments
10% Pte. Ltd. (Dormant) Cuscaden Properties Pte Ltd
Lucky Billion Development
(Qinhuangdao) Co., Ltd - Tanglin Mall
Allgreen Properties 100%
Binjai Crest Pte Ltd 80%
- Traders Hotel
(Qinhuangdao) Pte. Ltd. - Binjai Crest at
10%
Sky Fair Development
(Qinhuangdao) Co., Ltd Jalan Kampong Chantek

Boonridge Pte Ltd 65%


Shanghai Pudong Kerry City 16% 100% - The Cascadia at 25% 100%
Properties Co. Ltd. Allgreen Properties Bukit Timah Road
(Investment in Shanghai Expo) (Shanghai) Pte. Ltd. Central
Laundry Tanglin Place
Bukit Batok Pte Ltd Development
30% 90%
Kerry (Shenyang) Real Estate 100% Development Pte Ltd (Laundry Pte Ltd
Development Co., Ltd. Allgreen Properties - Pavilion Park at -Tanglin Place
(Shenyang) Pte. Ltd. Services)
Bukit Batok Road
Tianjin Kerry Real Estate
31% 100%
Development Co., Ltd. Allgreen Properties Cairnhill Green Pte Ltd 100%

(Tianjin) Pte. Ltd. - Cairnhill Residences


at Cairnhill Circle
65%
Golden Age Joint
Venture Ltd. Co. Devonshire Peak Pte Ltd 70%
100%
Allgreen Properties - One Devonshire at
Allgreen – 98% (Vietnam) Pte. Ltd. Killiney Road
Vuong Thanh Properties
Company Limited Eastwood Green Pte Ltd 100%
Arcadia Development 90% - Riviera 38 at
Allgreen Properties 100% Pte. Ltd. Mar Thoma Road
Management Services - SkySuites@Anson
Co., Ltd.
Green Bay Pte Ltd 100%
Asiawide Resources Pte Ltd 92% - RiverBay at
98%
Allgreen - Vuong Thanh - RV Residences at Mar Thoma Road
Company Limited. River Valley Road
Holland Village 100%
100% Development Pte Ltd
90% Belfin Investments Pte. Ltd.
(Dormant) - Holland Residences
Allgreen - Vuong Thanh - at Taman Warna
Trung Duong Co., Ltd
34 Leo Property
Management Private Limited
100%

(Project Management &


ALLGREEN
Properties Limited

Estate Agent)

100%
Hengyun Real Estate 25%
(Tangshan) Co., Ltd. Jeston Investments Pte Ltd

25%
Ruihe Real Estate
(Tangshan) Co., Ltd.
100%

Valleypoint Investments 100% Wyndham Construction


Midpoint Properties
Pte. Ltd. (Pte) Ltd
Limited
(Dormant) (Construction)
- Great World Serviced
Apartments 100%
100%
Woodleigh Gardens Pte Ltd
- Great World City -Blossoms@Woodleigh
(Retail)
- Great World City
Wyndham Supplies Pte Ltd 100% Wyndham Asia Co Ltd 43%
(Office)
(Building Materials) (Building Materials)
(Myanmar)

Ong Lye Development 75% Yishun Residency Pte Ltd 85%


Pte. Ltd. # - The Shaughnessy at
- Cherry Gardens at Miltonia Close/Yishun Ave 1
Lorong Lew Lian

Petals Development 100%


Pte. Ltd.
(Dormant)

100%
Perfect Bright Pte. Ltd.
(Dormant)

Rufiji Pte Ltd 100%


- D’Lotus at
Lorong Ampas

80%
Thomson Peak Pte Ltd
- VIVA at Jalan Korma

# In Members’ Voluntary Liquidation

35
ANNUAL REPORT
2010
F I N A N C I A L H I G H L I G H TS

Total Assets (in Millions)


As at 31 December 2010 As at 31 December 2009

2,395 2,295 1,684


(59.1%) (57.6%) (42.3%)
2,295
(57.6%)

1,654 3 1,684 1,300


3
(40.8%) (0.1%) (42.3%) (39.3%)
(0.1%)

INVESTMENT PROPERTIES INVESTMENT PROPERTIES


AND HOTEL AND HOTEL

DEVELOPMENT PROPERTIES DEVELOPMENT PROPERTIES

OTHERS OTHERS

Source of Borrowing
As at 31 December 2010 As at 31 December 2009

51% 61% 1,684


(42.3%)
2,295
(57.6%)

49% 39% 1,300


(39.3%)
36
ALLGREEN
Properties Limited

Bilateral Bank Notes Bilateral Bank Notes


Medium Term Notes Medium Term Notes
Turnover By Profit before Tax Profit Attributable
Business Segment by Segment (1) to Shareholders (1)
(In S$ Million) (In S$ Million) (in S$ million)

1000 450 250

900 400

800 350 200

700 300

600 250 150

500 200

400 150 100

300 100

200 50 50

100 0

0 -50 0
06 07 08 09 10 06 07 08 09 10 06 07 08 09 10

Development Properties Head Office Expense


Investment Properties & Hotel Others
Others Investment Properties & Hotel
Development Properties
(1)
This profit excluded the fair value adjustments
of investment properties

Return on Earnings per Share (2)


Return on Assets (2)
Shareholders’ Fund (2) - Basic (in cents)
9% 9% 16

8% 8% 14

7% 7%
12

6% 6%
10
5% 5%
8
4% 4%

3% 3%
6 37
4
ANNUAL REPORT
2010

2% 2%

1% 1% 2

0% 0% 0
06 07 08 09 10 06 07 08 09 10 06 07 08 09 10

(2)
Return and earnings are based on Group’s attributable profit before fair value adjustments of investment properties
FI N A N C I A L HIGHLIGH T S

2010 2009 % change

For the year (S$'000)


Revenue
1st Quarter 155,936 80,733 93.15%
2nd Quarter 177,632 84,628 109.90%
3rd Quarter 158,533 293,116 -45.91%
4th Quarter 391,723 162,299 141.36%
Total 883,824 620,776 42.37%

Profit/(Loss) Attributable To Shareholders


- before fair value adjustments of investment properties
1st Quarter 34,948 29,231 19.56%
2nd Quarter 39,424 23,422 68.32%
3rd Quarter 55,907 74,000 -24.45%
4th Quarter 96,039 46,991 104.38%
Total 226,318 173,644 30.33%

Profit Attributable To Shareholders


- after fair value adjustments of investment properties 290,654 162,741 78.60%

Proposed Dividends 79,519 63,615 25.00%

At year end (S$'000)


Share capital 1,177,185 1,177,185 0.00%
Reserves 72,435 86,668 -16.42%
Retained profits 1,324,085 1,097,046 20.70%
Total Shareholders' Funds 2,573,705 2,360,899 9.01%
Minority interests 363,945 292,474 24.44%
Total Equity 2,937,650 2,653,373 10.71%

Total Borrowings 756,440 1,044,322 -27.57%

Total Assets 4,052,003 3,982,227 1.75%

Financial Ratios
Earnings Per Share (cents)
Basic - before fair value adjustments of investment properties 14.23 10.92 30.31%
Basic - after fair value adjustments of investment properies 18.28 10.23 78.69%

Proposed Final Dividends


Net dividends (cents per share) 5.00 4.00 25.00%
Cover 3.66 2.56 42.97%
38 Net Tangible Assets Per Share (S$) 1.62 1.48 9.46%
ALLGREEN
Properties Limited

Net Debt To Equity And Non-Controlling Interests (times) 0.18 0.34 -47.06%

Return On Assets
- before fair value adjustments of investment properties 5.59% 4.36% 28.21%
- after fair value adjustments of investment properties 7.17% 4.09% 75.31%

Return On Shareholders' Funds


- before fair value adjustments of investment properties 8.79% 7.35% 19.59%
- after fair value adjustments of investment properties 11.29% 6.89% 63.86%
Revenue and Profit

Revenue for the Group increased by 42% to S$884 million in 2010 from S$621M in 2009. This was mainly due
to a significant contribution in revenue from development properties.

Revenue from development properties increased by 52% to S$710 million in 2010 from S$468 million in 2009
mainly due to the units sold during the year and also higher income recognition from previously launched
projects. Contributions to revenue for year 2010 were mainly from The Cascadia at Bukit Timah Road, Pavilion
Park (Phase 2A to 2F) at Bukit Batok, Cairnhill Residences at Cairnhill Circle, One Devonshire at Devonshire
Road, Viva at Jalan Korma and Holland Residences at Taman Warna. The Cascadia at Bukit Timah and Phases
2A and 2B of Pavilion Park obtained their TOP during the year.

Revenue from investment properties of S$118 million in 2010 was higher than 2009 mainly due to higher revenue
from all properties, particularly Great World City Retail and Serviced Apartment with both enjoying higher rental
rate with high occupancies.

Revenue from Traders Hotel improved by 30% to S$55 million as compared to a year ago due to a higher occupancy
and room rates.

Profit before fair value adjustments of investment properties increased by 56% from S$231 million in year 2009
to S$361 million in year 2010, mainly due to the increase in revenue from development properties.

After taxation and non-controlling interests, the group's profit attributable to the shareholders improved to S$290.7
million in year 2010 from S$162.7 million in year 2009. Excluding fair value gain/(loss) stay of investment properties
(net of its tax and non-controlling interests) of S$64.3 million in 2010 and S$10.9 million for 2009 respectively,
2010 group's profit attributable to the shareholders was S$226.3 million as compared to S$173.6 million the
previous year.

Assets

At end of December 2010, the total value of the Group's investment properties was S$1,757 million, as compared
with S$1,683.8 million in 2009. This was mainly due to a net increase in values of the investment properties
arising from the year end revaluation.

As at 31 December 2010, Associated companies were S$498.6 million, a decrease of S$6.4 million over the previous
year, mainly due to revaluation adjustment for the Group's equity contribution to the joint venture companies
in the People's Republic of China.

Borrowings

Net borrowings at year end 2010 was S$521.9 million and gearing improved to 0.18x as compared to S$892.4
million with a gearing of 0.34x in 2009.

As at 31 December 2010, out of the total borrowings of S$756.4 million, bilateral bank borrowings accounted for
49% and medium term notes accounted for the balance; 51% of the total borrowings were at fixed rates whilst
the rest were at variable rates.
39
Shareholders’ equity
ANNUAL REPORT
2010

The share capital of the Group remained at $1,177.2 million at 31 December 2010.

The Group ended the year 2010 with profit attributable to the shareholders at S$290.7 million, as compared to
S$162.7 million in 2009.

Overall, the shareholders’ funds increased by S$212.8 million to S$2,573.7 million. The net tangible asset backing
as at 31 December 2010 was S$1.62 per share.
FIV E - Y E A R FI N A N C I A L S UMM A R Y

2010 2009 2008 2007 2006

Group Profit
and Loss Accounts (S$'000)
Revenue
Development properties 710,205 468,494 185,869 421,157 345,744
Investment properties & hotel 172,385 151,648 167,107 146,870 127,703
Others 1,234 634 760 808 3,059
Total 883,824 620,776 353,736 568,835 476,506

Profit & Loss


Development properties 278,157 160,797 36,814 130,752 52,830
Investment properties & hotel 92,078 86,673 83,078 72,853 58,757
Others 12,179 (2,345) (1,315) 2,772 2,380
Head office expense (15,385) (12,372) (10,114) (12,876) (8,424)
367,029 232,753 108,463 193,501 105,543
Share of results of associated companies (5,545) (1,627) (850) (359) 18
Profit before taxation 361,484 231,126 107,613 193,142 105,561

Profit attributable to shareholders


- before fair value adjustments of
investment properties 226,318 173,644 65,327 144,987 75,943
- after fair value adjustments of
investment properties 290,654 162,741 67,411 493,457 75,943

Group Balance Sheets (S$'000)


Current assets 1,472,136 1,496,777 1,615,350 1,460,503 1,167,503
Investment properties 1,757,000 1,683,800 1,681,300 1,667,500 1,285,500
Fixed and other assets 324,235 296,579 313,803 342,591 218,637
Associated companies 498,632 505,071 432,840 139,085 46,890
Total borrowings (756,440) (1,044,322) (1,263,458) (856,156) (571,313)
Other liabilities including non-controlling
interests (721,858) (577,006) (533,976) (519,081) (724,406)
Total net assets 2,573,705 2,360,899 2,245,859 2,234,442 1,422,811

Share capital 1,177,185 1,177,185 1,177,185 1,177,185 859,356


Reserves 72,435 86,668 102,562 79,037 378,545
Retained profits 1,324,085 1,097,046 966,112 978,220 184,910
Shareholders' funds 2,573,705 2,360,899 2,245,859 2,234,442 1,422,811

40 Financial Ratios
Earnings per ordinary share (cents)
ALLGREEN
Properties Limited

Basic - before fair value adjustments of


investment properties 14.23 10.92 4.10 9.23 7.20
Basic - after fair value adjustments of
investment properties 18.28 10.23 4.23 31.40 7.20

Proposed final dividends


Gross dividends (cents per share) - - - - 4.00
Tax exempt (one-tier) dividends (cents per
share) 5.00 4.00 2.00 5.00 -
Cover 3.66 2.56 2.12 6.21 1.46
FIV E - Y E A R FI N A N C I A L S UMM A R Y

2010 2009 2008 2007 2006

Special interim dividends


Net dividends (cents per share) - - - - 0.30

Net tangible assets per share (S$) 1.62 1.48 1.41 1.40 1.34

Return on assets
- before fair value adjustments of
investment properties 5.59% 4.36% 1.62% 4.02% 2.79%
- after fair value adjsutments of
investment properties 7.17% 4.09% 1.67% 13.67% 2.79%

Return on shareholders' funds


- before fair value adjsutments of
investment properties 8.79% 7.35% 2.91% 6.49% 5.34%
- after fair value adjustments of
investment properties 11.29% 6.89% 3.00% 22.08% 5.34%

Net debt to equity and non-controlling


interests (time) 0.18 0.34 0.45 0.30 0.29

Interest Cover

Breakdown of Assets
Development property 1,653,945 1,684,111 1,597,284 1,452,519 1,159,008
Investment property & hotel 2,394,650 2,294,774 2,442,533 2,152,746 1,553,174
Others 3,408 3,342 3,476 4,414 6,348
total 4,052,003 3,982,227 4,043,293 3,609,679 2,718,530

Return on sales 32.89% 26.22% 19.06% 86.75% 15.94%

Return on average assets 7.18% 4.06% 1.76% 15.32% 2.74%

Return on average shareholders' funds 12.06% 7.07% 3.01% 25.49% 4.96%

41
ANNUAL REPORT
2010
M O N T HLY S H A R E P R I C E I N F O R M A T I O N

S$ Per Share

1.4 High 800


Low
Close

1.2
700

SES
1.0
Property
Closing
Index 600

0.8

500

0
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

HIGH 1.31 1.17 1.25 1.32 1.27 1.09 1.18 1.19 1.21 1.20 1.22 1.20
LOW 1.13 1.09 1.11 1.20 0.99 1.00 1.01 1.01 1.02 1.15 1.14 1.14
CLOSE 1.17 1.12 1.19 1.27 1.01 1.03 1.17 1.02 1.18 1.19 1.15 1.18

Financial Calendar

Financial Year End 31 December


Announcement of Unaudited 2010 First Quarter Results 28 April 2010
Announcement of Unaudited 2010 Half Year Results 12 August 2010
Announcement of Unaudited 2010 Third Quarter Results 10 November 2010
Announcement of Unaudited 2010 Full Year Results 24 February 2011
42
Date of Annual General Meeting 28 April 2011
Final Dividend Entitlement Date 9 May 2011
ALLGREEN
Properties Limited

2010 Proposed Final Dividend Payment Date 20 May 2011


C O R P O R AT E G O V E R N A N C E

The Company is committed to maintaining a high standard of corporate governance, and has always recognised the
importance of good governance to ensure continued growth, success and justify investor confidence. In view of this, the
Company is pleased to disclose below the manner in which it has applied the principles of good governance.

This Report is presented in a tabular format with the specific Guidelines of the Corporate Governance Code of 2005
complied set out alongside our Report. Any deviation from the Guidelines is disclosed and explained in our Report.

Board of Directors (Principles 1 and 10)


The Company is headed by an effective Board of Directors to lead, and control its operations
and affairs. The Board is collectively responsible for the success of the Group and works with
management, which is accountable to the Board to achieve this.

The Board has delegated specific responsibilities to three committees, namely, the Audit, Guideline 1.3:
Nominating and Remuneration Committees which operate within defined Terms of Reference. Delegation
These committees have the authority to examine particular issues and report to the Board with of authority
their recommendations. by the Board
to the Board
Committees

The Board is scheduled to meet at least four times a year to review and approve the Company’s Guideline 1.4:
key strategic and operational matters, financial and funding decisions, to supervise executive Board to meet
management as well as to approve its financial results before public announcement. The regularly
Company will present quarterly announcements of its financial results to shareholders so that
shareholders are able to have a fair assessment of the Company’s performance and prospects.
The Articles of Association of the Company allows the Board to conduct telephonic and other
means of electronic conference meetings, if circumstances require. Apart from its statutory
responsibilities, the Board also ensures that the principal risks of the Company’s business
are identified and properly managed.

There is a schedule of matters reserved specifically for Board approval, including amongst Guideline 1.5:
others, major investment proposals or divestments, policy or strategic matters affecting the Matters requiring
Group, re-organisations or substantial transactions which have a material impact on the board approval
Group. The Board takes objective decisions in the interest of the Group.

There is an orientation exposure programme for new Board members which include visits Guidelines 1.6
to development and investment properties, briefing by the CEO, Financial Controller and and 1.8:
Company Secretary to facilitate their understanding of the Group. Directors also have to Directors
continuously update or train themselves on new laws, regulations and changing commercial to receive
risks. New Directors will be provided with a formal letter, setting out the scope of his/her appropriate
duties and obligations. training 43
The Board is responsible for the overall strategy and direction of the Group whilst the
ANNUAL REPORT
2010

Executive Chairman and Management Team are responsible for day-to-day operations
and administration. To ensure that the Board is able to fulfil its responsibilities,
management provides the Board with monthly management accounts of the Group’s and the
Company’s performances.

The Board is accountable to the shareholders while Management is accountable to


the Board.
C O R P O R AT E G O V E R N A N C E

Board Balance (Principle 2)


There is a strong and independent element on the Board with Independent Directors forming Guideline 2.1:
one-third of the Board. One-third of
directors to be
independent

The Board has 10 members, of whom 7 are non-Executive (inclusive of four Independent Guideline 2.3:
Directors) and 3 - the Chairman Mr Goh, Mr Khor and Mr Chang - are Executive Directors. Board to
In considering the scope and nature of operations of the Group, the Board considers its determine its
current size and members whose core competencies, qualifications, skills and experience are appropriate size
extensive and complementary, to be adequate and appropriate. The Board will examine its
size and composition whenever circumstances require it. Details of the Directors’ academic Guideline 2.4:
and professional qualifications and other appointments are set out on pages 14 to 17 of this Board to comprise
Annual Report. directors with core
competencies

The four non-Executive Independent Directors are professionals drawn from a broad
spectrum of expertise who can provide a balance of views in the Board make-up. The
Board considers them to be independent having regard to the criteria set out in the Code of
Corporate Governance 2005.

Executive Chairman (Principle 3)


The Executive Chairman, being the Chief Executive Officer (CEO) of the Group, has overall Guideline 3.2:
responsibility for the management and daily operation of the Group, supported by the Chairman’s role
respective Heads of Departments. The Executive Chairman also provides Board leadership
and apart from the four Independent Directors, is supported by 2 Executive Directors and
three other non-Executive Directors of the relevant calibre and experience necessary for the
balance of authority on the Board. The Executive Chairman sets the agenda for each Board
meeting in consultation with the Executive Director and senior managers where relevant.

The role of the Executive Chairman is not separate from that of the CEO as the Board, upon
its consideration, felt that there is adequate accountability and transparency as reflected by
the internal controls established within the Group. As Executive Chairman, Mr Goh Soo Siah
plays a pivotal role in assisting the Board in developing policies and strategies, and ensuring
that they are implemented effectively. The Board is unanimous in its decision that it would
currently not be in the Group’s interest to effect a separation in the role of the Chairman from
that of the Chief Executive Officer as this would slow down the Group’s decision-making and
implementation process.

44
ALLGREEN
Properties Limited
Re-election of Directors (Principle 4)
In accordance with the Company’s Articles of Association, one-third of the Board including
the Executive Chairman is subject to re-election annually.

The Directors who are retiring and who, being eligible, will offer themselves for re-election at the
next Annual General Meeting are named below:

Date of Date of last Directors due for


appointment election re-election*
Mr Goh Soo Siah 1.10.1986 28.4.2008 #
Mr Andrew Choo Hoo 1.11.2000 28.4.2009 *
Mr Khor Thong Meng 1.11.2000 28.4.2010 -
Mr Ang Keng Lam 26.11.2003 28.4.2010 -
Mdm Kuok Oon Kwong 1.10.1986 28.4.2009 *
Mr Jimmy Seet Keong Huat 12.4.1999 28.4.2010 #
Mr Keith Tay Ah Kee 18.1.2000 28.4.2009 *
Mr Wan Fook Kong 12.4.1999 28.4.2010 --
Mr Lau Wah Ming 4.5.2010 - *
Mr Michael Chang Teck Chai 1.10.2010 - *

# Mr Jimmy Seet Keong Huat and Mr Goh Soo Siah, who are both over the age of 70, will on re-appointment continue in
office as Directors until the next AGM of the Company.

Nominating Committee (Principles 4 and 5)


The Nominating Committee has three members. All are non-Executive Directors, Guideline 4.1:
with the Chairman and one member being Independent Directors. Composition of
nominating committee

The Nominating Committee is charged with the responsibility to review and make Guideline 4.5:
recommendations and nominations on new board appointments and re-appointments. Process for the selection
The Nominating Committee may invite candidates through personal contacts or and appointment of new
other Board members or through an independent search at the Singapore Institute directors to the board
of Directors or other professional bodies. In assessing these candidates, the criteria
to be employed by the Nominating Committee shall include contribution to the
Group’s businesses and development, and the potential Directors’ business contacts. Guideline 5.1
The Nominating Committee is also responsible for evaluating the effectiveness and Process for assessing
performance of the Board as a whole in view of the complementary and collective the effectiveness of the
nature of the Directors’ contributions. The evaluation parameters are based on Board as a whole and 45
objective performance criteria such as the success of strategic and long term objectives, the contribution of each
effectiveness of the Board in monitoring management’s performance against set goals individual director to the
ANNUAL REPORT
2010

and attendance at meetings. The Nominating Committee is scheduled to meet at least effectiveness of the Board
once a year and at such other times as may be necessary.

The Nominating Committee has conducted a review of the Directors based on


performance, revenue growth of the Group, attendance record of Directors, experience,
skills and prospects and considered the independence criteria of the independent
Directors. The Nominating Committee was satisfied that the independent Directors
have no existing relationship with the Group which could be seen to interfere with
the exercise of independent judgement.
C O R P O R AT E G O V E R N A N C E

The number of Nominating Committee meetings held during the financial year ended
31 December 2010 and details of attendance of each committee member are disclosed
on page 49.

When a Director serves on multiple boards, that Director is required to ensure


that sufficient time and efforts are allocated to the affairs of each company
with assistance f rom management, who provides complete and timely
information on a regular basis for effective discharge of his/her duties as well
as a comprehensive schedule of events drawn up in consultation with the
relevant Director.

Remuneration Committee (Principles 7, 8 and 9)


The Remuneration Committee has three members, all of whom are non-Executive and Guideline 9.1:
a majority, including the Chairman are independent. The members are all respected Disclosure of
individuals knowledgeable in the field of executive compensation. The Remuneration remuneration policy,
Committee reviews the remuneration of Directors and key executives of the Group, and level and mix of
makes recommendation on an appropriate framework of remuneration for the Board remuneration,
and key executives. The Remuneration Committee’s recommendation is submitted to the procedure for setting
Board for endorsement. The Remuneration Committee has adopted a set of performance remuneration and link
criteria which link a significant portion of the Executive Directors’ remuneration package between remuneration
to corporate and individual performance thus aligning their interests with those of paid to directors and
shareholders, and take into account effort and time spent and responsibilities of non- key executives, and
Executive Directors. The Remuneration Committee reviews remuneration through a performance
process which considers Group and individual performance. The remuneration of Executive
Directors and key executives comprises 2 components – fixed and variable components,
the latter is dependent on the achievement of the Group’s business performance as well
as individual performance. The Remuneration Committee also considers employment
conditions within the industry to ensure that the package is competitive and sufficient to
attract, retain and motivate key executives.

In addition, the Remuneration Committee administers the Allgreen Share Option Scheme
established on 17 May 2002, in accordance with the rules as approved by shareholders.
Details of the scheme can be found on page 55 of the Directors’ Report.

The number of Directors and top 5 key personnel whose remuneration falls within the
following bands for the year ended 31 December 2010 are as follows:

Number of Directors Top 5 key


Range of Remuneration Executive Non-Executive Executives
46 S$250,000 and below - 6 -
S$250,001 to S$500,000 - 1 3 (1)
ALLGREEN
Properties Limited

S$500,001 to S$750,000 1 - 2 (2)


S$1,000,001 to S$1,250,000 1 - -
S$4,750,001 to S$5,000,000 1 - -

The top 5 Key Executives are:

(1)
Irene Yeo-Tan, Henrietta Chong, Lim Poh Hiang
(2)
Isoo Tan and Yong Voon Chen
a) Director’s Remuneration and Fees

The breakdown (in percentage terms) of the remuneration of the Directors of the Company for the year ended 31
December 2010 is as follows:

Directors Salary Bonus inclusive Directors’ Other Total


inclusive of of employer’s Fees(1) Benefits
employer’s CPF
CPF
S$250,000 and below
Ang Keng Lam 0% 0% 100% 0% 100%
Kuok Oon Kwong 0% 0% 100% 0% 100%
Seet Keong Huat Jimmy 0% 0% 100% 0% 100%
Keith Tay Ah Kee 0% 0% 100% 0% 100%
Wan Fook Kong 0% 0% 100% 0% 100%
Lau Wah Ming 0% 0% 100% 0% 100%

Between S$250,001 to
S$500,000
Andrew Choo Hoo (2) 52% 0% 6% 42% 100%
Between S$500,001 to
S$750,000
Michael Chang Teck Chai 31% 68% 0% 1% 100%

Between S$1,000,001 to
S$1,250,000
Khor Thong Meng 26% 71% 2% 1% 100%

Between S$4,750,001 to
S$5,000,000
Goh Soo Siah 12% 87% 1% 0% 100%

None of the Directors has entered into a service contract with the Company except for Mr Andrew Choo Hoo who has
entered into a consultancy contract with the Company.

The number of Remuneration Committee meetings held during the financial year ended 31 December 2010 and details of
attendance of each committee member are disclosed on page 49.
47

(1)
Subject to approval by shareholders as a lump sum at the Annual General Meeting for the financial year ended 31 December 2010.

(2)
Mr Andrew Choo retired from the Company on 30 September 2010 but remains on the Board as a Non-Executive Director and continues to
ANNUAL REPORT
2010

serve as a Consultant to the Company. Other benefits comprise mainly retirement benefits and consultant fees.

b) Remuneration of Key Executives

The remuneration of the Group’s top 5 key executives takes into account the pay and Guideline 9.2:
employment conditions within the industry and is performance-related. The Board Remuneration of top 5
is of the opinion that it is not in the best interest of the Group to disclose the details key executives
of their remuneration due to the competitiveness of the industry for key talent.
C O R P O R AT E G O V E R N A N C E

Audit Committee (Principle 11)


The Audit Committee has four members. All are non-Executive Directors, with the Guideline 11.8
Chairman and 2 other members being independent Directors. All members have Composition of audit
relevant accounting or related financial management expertise, with the Chairman committee and details of
as a qualified accountant. the committee’s activities
The members of the Audit Committee are scheduled to meet at least four times a year
and perform the following functions:
• Review with the external auditors their audit plan, evaluation of the internal controls
(including financial, operating, compliance controls and risk management), audit
report and any other matters that the external auditors wish to discuss;

• Review of audit matters, their scope and results, and cost effectiveness;
• Review the adequacy, standards and effectiveness of internal controls, including
financial, operating and compliance controls, and risk management policies
and systems within the Group, and evaluate the adequacy and effectiveness of
such controls, reporting procedures and internal audit functions;
• Review of significant financial reporting issues and judgments including the
quarterly financial statements before announcement and other announcements
to shareholders and the Singapore Exchange, prior to submission to the Board;
• Conduct investigations into any matter within the Audit Committee’s scope of
responsibility and review of any significant findings of investigations with full
access to Management and discretion to invite any Director or officer to attend
its meetings;
• Assess the independence and objectivity of the external auditors, approve the
remuneration and terms of engagement of the external auditors;
• Recommend to the Board on the appointment or re-appointment of external
auditors and in the case of foreign subsidiaries and associated companies under
the management control of the Company, but not audited by the Company’s
auditors, the Audit Committee would be required to satisfy itself that the appointed
auditors would not compromise the standard and effectiveness of the audit of
the Company;
• Review and recommend to the Board on the appointment, replacement,
reassignment or dismissal of the internal auditors;
• Review the assistance given by the Company’s officers to the external and
internal auditors;
• Review interested person transactions; and
48
• Implement the “whistle-blowing” policy established by the Company pursuant
to which staff may, in confidence, raise concerns about possible improprieties
ALLGREEN
Properties Limited

in matters of financial reporting or other matters, conduct independent


investigations and appropriate follow-up action.
The number of Audit Committee meetings held during the financial year ended 31 December
2010 and details of attendance of each committee member are disclosed on page 49.
The Audit Committee has reviewed the value of non-audit services by the external auditors
to the Group and is satisfied that the nature and extent of such services will not prejudice the
independence and objectivity of the external auditors.

The Board and the Audit Committee are further satisfied that the appointment of the auditors
of its subsidiary and associated companies, which are different from the Company’s auditors,
would not compromise the standard and effectiveness of the audit of the Group. In addition,
the subsidiary and associated companies that do not engage the Company’s auditors, are not
considered as significant as the Company’s share of their net tangible assets do not represent
20% or more of the Company’s consolidated net tangible assets, nor do their pre-tax profits
account for 20% or more of the Company’s consolidated pre-tax profits.

The Audit Committee would meet with the external and internal auditors at least once a year,
without the presence of the Company’s management.

The number of Directors’ and other committees’ meetings and the record of attendance of
each Director during the financial year ended 31 December 2010 is set out below:

Nominating Remuneration
Board of Audit Committee
Name of Committee Committee
Directors
Director
Meetings Member- Member- Member-
Meetings Meetings Meetings
ship ship ship
No. No. No. No. No. No. No. No.
held attended held attended held attended held attended

Mr Goh Soo Siah 4 4 No -- -- No -- -- No -- --


(Executive Chairman)

Mr Khor Thong Meng 4 4 No -- -- No -- -- No -- --


(Executive Director)

Mr Michael Chang 4 1 No -- -- No -- -- No -- --
Teck Chai*
(Executive Director)
Mr Andrew Choo Hoo 4 4 No -- -- No -- -- No -- --
(Non-Executive Director)

Mr Ang Keng Lam 4 3 No -- -- No -- -- No -- --


(Non-Executive Director)

Mdm Kuok Oon Kwong 4 4 Yes 4 4 Yes 2 2 Yes 1 1


(Non-Executive Director)
Mr Jimmy Seet 4 4 Yes 4 4 No -- -- Yes 1 1
Keong Huat Chairman
(Independent Director)
49
Mr Keith Tay Ah Kee 4 4 No -- -- Yes 2 2 Yes 1 1
(Independent Director) Chairman
ANNUAL REPORT
2010

Mr Wan Fook Kong 4 4 Yes 4 4 Yes 2 2 No -- --


(Independent Director) Chairman

Mr Lau Wah Ming** 4 2 Yes 4 2 No -- -- No -- --


(Independent Director)

* Mr Michael Chang Teck Chai was appointed to the Board on 1 October 2010.
** Mr Lau Wah Ming was appointed to the Board on 4 May 2010 and joined the Audit Committee on 12 May 2010.
C O R P O R AT E G O V E R N A N C E

Supply of information (Principle 6)


All Directors are provided with complete, adequate and timely information prior Guideline 6.1:
to meetings and on a regular basis to enable them to fulfil their duties properly. Management to provide
Management is also prepared to provide further information and explanation on board with adequate
materials given to Directors and shall meet to discuss any issue prior to a Board and timely information
meeting, if required.

In exercising their duties, the Directors have independent access to senior management Board should have
and the Company Secretary (who is responsible to the Board for ensuring that Board separate independent
procedures are followed, and that applicable laws and regulations are complied with). access to senior
If necessary, the Directors can seek professional advice and services on areas which management
they deem necessary, at the expense of the Company.

Whistle-Blowing Policy (Principle 11)


The Company has put in place a whistle-blowing policy and procedures which provide Guideline 11.7:
employees with channels for reporting any wrong-doing, illegal, unethical, improper Audit Committee to
or fraudulent conduct etc. The aim of this policy is to encourage and enable employees review arrangements for
to report any wrong-doing in good faith, and ensure that employees making such staff to raise concerns/
reports will be treated fairly and justly. possible improprieties to
Audit Committee
Internal Controls (Principle 12)
The Board acknowledges its responsibility for the Group’s system of internal control. Guideline 12.2
Key systems within management have been established to provide the Board with Adequacy of internal
assurance that problems are identified and dealt with on a timely basis, including an controls, including
effective management structure. financial, operational
and compliance controls,
and risk management
systems
The Group has a system for reporting and monitoring the performance of each
department at regular management meetings. Internal financial controls are in
existence which provide reasonable assurance of the maintenance of proper accounting
records, reliability of financial information, and compliance with applicable laws and
regulations. Results of operating companies are reported on a monthly/bi-monthly
basis. There is in existence a tendering system in respect of purchasing and sub-
contracting commitments or arrangements for key operating companies.

These systems can however, only provide reasonable but not absolute assurance against
50 material misstatement, loss or fraud.

The internal control mechanism is further strengthened with the existence of periodic
ALLGREEN
Properties Limited

audit checks by independent internal auditors.


Internal Audit Function (Principle 13)
The internal audit function is currently outsourced to Ernst & Young, who reports Guideline 13.1:
directly to the Audit Committee which is tasked to oversee and review the adequacy Internal auditor
of the overall systems of internal controls within the Group. The internal auditors have to report to audit
identified the Group’s main business processes, the activities in each of the Group’s key committee
business segments and the Group companies responsible for these business activities
and processes. Based on this information, they have proposed an audit plan, which
will cover the main operating companies over a two-year audit cycle.

Having an internal audit function assures the Board of Directors of the maintenance Guideline 13.2:
of proper accounting records and the reliability of the information used within or Internal auditor should
published by the Company. The internal auditors work closely with the external meet standards set
auditors to ensure effective use of resources and to avoid duplication of efforts. The by internationally
internal auditors, Ernst & Young is a corporate member of the Institute of Internal recognised professional
Auditors (“IIA”) and its approach is consistent with the standards for the Professional bodies
Practice of Internal Auditing promulgated by the IIA.

Dissemination of Public Information (Principles 14 and 15)

The Company takes a serious view of maintaining full and adequate disclosure, Guideline 14.1:
in a timely manner, of material events and matters concerning its businesses. Company to regularly
Consequently it has adopted a policy of making all necessary disclosures in public convey pertinent
announcements, press releases, circulars to shareholders and annual reports. Where information
there is inadvertent disclosure made to a selected group of people, the Company will
make the same disclosure publicly as soon as practicable.

In addition to the timely release of financial results through the Stock Exchange, summaries
of financial results are advertised in daily newspapers at least twice a year. The Company
has also established a website at www.allgreen.com.sg for shareholders and the public
to obtain up-to-date information on the Group’s developments, announcements and
annual reports.

The Annual General Meeting (AGM) of the Company provides a principal forum for Guideline 15.1:
dialogue and interaction with shareholders. Notice of the AGM and annual report are sent Shareholders should
to shareholders at least 21 days before the date of meeting. The Articles of Association be allowed to vote in
of the Company allow a member to appoint one or two proxies to attend and vote at the absentia
AGM in absence of the member. Each item of special business included in the notice of
meeting is accompanied, where appropriate, by an explanation for the proposed resolution.
Separate resolutions are proposed for separate issues at the meeting.
51
At each AGM, the Board encourages shareholders to participate in the question and Guideline 15.3:
answer session. Members of the Board, chairmen of the Audit, Nominating and Committee chairmen
ANNUAL REPORT
2010

Remuneration Committees, and the auditors of the Company are present to answer and external auditors to
queries raised at the meeting. be present at AGMs
C O R P O R AT E G O V E R N A N C E

Interested Person Transactions (“IPT”)

The Company has established a procedure for recording and reporting interested person transactions. Details of
significant interested person transactions for the year ended 31 December 2010 are set out below:

Name of Interested Person Aggregate value of all IPT Aggregate value of all
during the financial year IPT conducted under
ended 31 Dec 2010 (excluding shareholders’ mandate
transactions below S$100,000) pursuant to Rule 920
(excluding transactions
below S$100,000)
S$’000
Kerry Group Limited and its associates
- Lease rental 1,452
- Laundry services 482
- Project management
- Royalties, management, marketing and 1,600
administration fees NA
-Divestment of interest in Shenyang 92,730
joint venture

Kuok (Singapore) Limited and its associates


-Lease rental 3,030
-Professional services 300

All the above interested person transactions were made under normal commercial terms.

Save as disclosed, there are no other material contracts entered into by the Company and its subsidiaries involving
the interest of the Chief Executive Officer, Director or controlling shareholder, which are either subsisting at the
end of the financial year or, if not then subsisting, entered into since the end of the previous financial year.

Dealings in Securities
The Company has adopted an internal code on dealings in securities to govern dealings in its shares by officers and
key employees of the Group. This internal code is modelled on the Best Practices Guide and has been disseminated
to officers and key employees of the Group.

Risk Management

Risk management practices are in place in the Group. To provide further assurance to the Board and Audit
Committee, an Executive Risk Management Committee was formed in February 2003. The Committee comprises
key members of top management from the project management, financial, legal, operational and marketing
departments. The Committee oversees matters relating to the management of risks so as to protect the Group’s
52
business, assets and employees.
ALLGREEN
Properties Limited

The Committee seeks to identify areas of significant risks and appropriate measures to control and mitigate these
risks. It also monitors the implementation and compliance of risk management policies.

External Auditors

The Audit Committee has recommended to the Board that Foo Kon Tan Grant Thornton, Certified Public
Accountants, be re-appointed as auditors for the Company at the Annual General Meeting to be held on 28 April
2011. Foo Kon Tan Grant Thornton has indicated its willingness to accept the re-appointment.
F I N A N C I A L S TAT E M E N T S

54 Directors' Report 62 Consolidated 66 Consolidated Statement


58 Statement By Directors Income Statement Of Cash Flows
59 Independent Auditor's Report 63 Consolidated Statement 68 Notes To The
61 Statements Of Of Comprehensive Income Financial Statements
Financial Position 64 Consolidated Statement
Of Changes In Equity
D i r ect o r s ’ r e p o r t

The directors submit this annual report to the members together with the audited consolidated financial statements
of the Group and statement of financial position of the Company for the financial year ended 31 December
2010.

Directors

The directors of the Company in office at the date of this report are:

Goh Soo Siah - Executive Chairman


Andrew Choo Hoo
Khor Thong Meng
Michael Chang Teck Chai
Ang Keng Lam
Kuok Oon Kwong (Mdm)
Jimmy Seet Keong Huat
Keith Tay Ah Kee
Wan Fook Kong
Lau Wah Ming

In accordance with Article 94 of the Company’s Articles of Association, Mr Andrew Choo Hoo, Mdm Kuok
Oon Kwong and Mr Keith Tay Ah Kee retire from the Board at the Annual General Meeting (“AGM”) and being
eligible, offer themselves for re-election.

In accordance with Article 95 of the Company’s Articles of Association, Mr Lau Wah Ming and Mr Michael Chang
Teck Chai retire from the Board at the AGM and being eligible, offer themselves for re-election.

In accordance with Section 153(6) of the Companies Act (Cap. 50), Mr Jimmy Seet Keong Huat and Mr Goh Soo
Siah, who are over the age of 70, will seek re-appointment at the AGM to continue in office as a director of the
Company until the next AGM of the Company.

Arrangements to enable directors to acquire shares or debentures

During and at the end of the financial year, neither the Company nor any of its subsidiary companies was a party
to any arrangement the object of which was to enable the directors to acquire benefits through the acquisition of
shares in or debentures of the Company or of any other corporate body other than as disclosed in this report.

54
ALLGREEN
Properties Limited
D i r ect o r s ’ r e p o r t

Directors’ interest in shares or debentures

According to the Register of Directors’ Shareholdings kept by the Company under Section 164 of the Singapore
Companies Act, Cap. 50, the following directors who held office at the end of the financial year were interested
in shares of the Company as follows:

Number of ordinary shares


Shares in which
Shares registered director is deemed
in the name of director to have an interest
As at As at As at As at
Directors 1.1.2010 31.12.2010 1.1.2010 31.12.2010

Goh Soo Siah 2,952,307 2,952,307 1,473,601 1,473,601


Andrew Choo Hoo 870,000 870,000 - -
Michael Chang Teck Chai 100,500 130,500 - -
Khor Thong Meng 2,000,901 2,000,901 - -
Ang Keng Lam - - 309,441 309,441
Kuok Oon Kwong (Mdm) 2,550,000 2,550,000 237,000 237,000
Keith Tay Ah Kee 372,000 372,000 ­- ­-
Jimmy Seet Keong Huat 300,000 300,000 - -
Wan Fook Kong 300,000 300,000 - -

Directors’ contractual benefits

Since the end of the previous financial year, no director has received or become entitled to receive a benefit, other
than as disclosed in the attached financial statements and in this report, by reason of a contract made by the
Company or a related corporation with the director or with a firm of which he is a member of or with a company
in which he has a substantial financial interest.

Share options

At an Extraordinary General Meeting of the Company held on 17 May 2002, shareholders approved the Allgreen
Share Option Scheme (the “Scheme”) pursuant to which options may be granted at market price. Under the
Scheme, the Company may grant options to eligible employees and directors of the Company, its subsidiaries and
associated companies to subscribe for ordinary shares in the Company provided that the aggregate number of
shares over which options may be granted pursuant to the Scheme, when added to the number of shares issued
and issuable in respect of all options granted under the Scheme shall not exceed 15% of the issued ordinary share
capital of the Company on the date preceding the grant of an option.

The Scheme presently does not extend to a person who is a controlling shareholder of the Company or who is an 55
associate (as defined in the Listing Manual) of a controlling shareholder.
ANNUAL REPORT
2010

The Scheme is administered by the Remuneration Committee comprising Mr Keith Tay Ah Kee (Chairman), Mr
Jimmy Seet Keong Huat and Mdm Kuok Oon Kwong.
D i r ect o r s ’ r e p o r t

Share options granted

Allgreen Share Option Scheme 2002 (“Allgreen Scheme 2002”)

During the financial year 2002, the Company implemented the Allgreen Scheme 2002 in accordance with the
Scheme approved by the shareholders.

The Allgreen Scheme 2002 is a share incentive scheme which is applied widely across the Group.

On 26 September 2002, the Company offered 11,626,000 share options at an exercise price $0.95 per share which
is the average of the last dealt prices of the Company’s ordinary shares for the three consecutive market days
immediately preceding the date of grant.

The options may be exercised in full or in respect of 1,000 shares or a multiple thereof, on payment of the exercise
price at any time one year after the date of the grant, but before the tenth anniversary for Executive Directors
and employees of the Company and its subsidiary companies. Options granted to Non-Executive Directors and
employees of an associated company will cease to be exercisable after the fifth anniversary of the date of grant.

There are no options granted to any director or employee of the controlling shareholders or their associates. No director
or employee of the Group receives 5% or more of the total number of options available under the Scheme.

The options granted under the Allgreen Scheme 2002 were not valued as they were granted before 22 November
2002 and were therefore not required to be valued under the Singapore Financial Reporting Standards. In
addition, in the opinion of the directors, there would be no significant impact on the Group’s income statement
had the options been valued.

The share options granted to directors of the Company were fully exercised by the end of the financial year 2006.

Share options exercised

During the financial year, no shares were issued pursuant to the exercise of options under the Allgreen Scheme 2002.

There were no options granted by the Company or its subsidiary companies to any person to take up unissued
shares in the Company or its subsidiary companies during the financial year.

Unissued shares under option

The unissued shares under option at the end of the financial year are as follows:

Allgreen Properties Limited


Share Option Scheme 2002
56
Date Number Options Rights Exercise
ALLGREEN
Properties Limited

options at date not issue Options Options Balance at price Period


granted of grant accepted adjustment exercised cancelled 31.12.2010 per share exercisable

26.9.2002 9,786,000 (60,000) 31,350 (8,903,300) (847,675) 6,375 $0.7451 - $0.95 26.9.2003 - 25.9.2012
26.9.2002 1,840,000 (125,000) 27,775 (1,435,775) (307,000) - $0.7451 - $0.95 26.9.2003 - 25.9.2009
11,626,000 (185,000) 59,125 (10,339,075) (1,154,675) 6,375

There were no unissued shares of subsidiary companies under option as at 31 December 2010.
D i r ect o r s ’ r e p o r t

Audit Committee

The Audit Committee comprises the following members, three of whom are independent directors:

Jimmy Seet Keong Huat (Chairman)


Kuok Oon Kwong (Mdm)
Wan Fook Kong
Lau Wah Ming

The Audit Committee performs the functions set out in Section 201B(5) of the Singapore Companies Act, Cap.
50. In performing its functions, the Audit Committee reviewed the overall scope of both the internal and external
audits and the assistance given by the Company’s officers to the auditors. It met with the Company’s internal and
external auditors to discuss the results of their respective examinations and their evaluation of the Company’s
system of internal accounting controls. The Audit Committee also reviewed the statement of financial position
of the Company and the consolidated financial statements of the Group for the financial year ended 31 December
2010 as well as the auditor’s report thereon.

The Audit Committee has conducted a review of the fees paid or payable to the auditor for non-audit services
for financial year ended 31 December 2010. Pursuant to Section 206(1A) of the Singapore Companies Act, Cap.
50, and based on the review by the Audit Committee and its recommendation, the Board is also satisfied that the
level of non-audit fees paid or payable to the auditor did not affect the independence of the auditor.

The Audit Committee has therefore recommended to the Board of Directors the nomination of Foo Kon Tan
Grant Thornton LLP as external auditor at the forthcoming Annual General Meeting of the Company.

Independent auditor

The independent auditor, Foo Kon Tan Grant Thornton LLP, Certified Public Accountants, has expressed its
willingness to accept re-appointment.

On behalf of the Directors

GOH SOO SIAH


Executive Chairman
57
ANNUAL REPORT
2010

KHOR THONG MENG


Executive Director

Dated: 24 February 2011


S tatement b y di r ect o r s

In the opinion of the directors,

(a) the accompanying statements of financial position, consolidated income statement, consolidated statement
of comprehensive income, consolidated statement of changes in equity and the consolidated statement of
cash flows, together with the notes thereon, are drawn up so as to give a true and fair view of the state of
affairs of the Group and of the Company as at 31 December 2010 and of the results of the business, changes
in equity and cash flows of the Group for the financial year ended on that date; and

(b) at the date of this statement there are reasonable grounds to believe that the Company will be able to pay
its debts as and when they fall due.

On behalf of the Directors

GOH SOO SIAH


Executive Chairman

KHOR THONG MENG


Executive Director

Dated: 24 February 2011

58
ALLGREEN
Properties Limited
I nde p endent a u dit o r ’ s r e p o r t
To the members of Allgreen Properties Limited

We have audited the accompanying financial statements of Allgreen Properties Limited (“the Company”) and
its subsidiary companies (“the Group”), which comprise the statements of financial position of the Group
and the Company as at 31 December 2010, the consolidated income statement, the consolidated statement of
comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows of the
Group for the year then ended, and a summary of significant accounting policies and other explanatory notes.

Management’s responsibility for the financial statements

Management is responsible for the preparation of financial statements that give a true and fair view in accordance
with the provisions of the Singapore Companies Act (the “Act”) and Singapore Financial Reporting Standards,
and for devising and maintaining a system of internal accounting controls sufficient to provide a reasonable
assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are
properly authorised and that they are recorded as necessary to permit the preparation of true and fair profit and
loss accounts and balance sheets and to maintain accountability of assets.

Auditor’s responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our
audit in accordance with Singapore Standards on Auditing. Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance as to whether the financial statements
are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the
risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the entity’s preparation of the financial statements
that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made
by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.

59
ANNUAL REPORT
2010
I nde p endent a u dit o r ’ s r e p o r t
To the members of Allgreen Properties Limited

Opinion

In our opinion, the consolidated financial statements of the Group and the statement of financial position of
the Company are properly drawn up in accordance with the provisions of the Act and Singapore Financial
Reporting Standards so as to give a true and fair view of the state of affairs of the Group and of the Company as
at 31 December 2010, and the results, changes in equity and cash flows of the Group for the financial year ended
on that date.

Report on other legal and Regulatory Requirement

In our opinion, the accounting and other records required by the Act to be kept by the Company and by those
subsidiary companies incorporated in Singapore of which we are the auditors have been properly kept in
accordance with the provisions of the Act.

Foo Kon Tan Grant Thornton LLP


Public Accountants and
Certified Public Accountants

Lim Shien Ching, Henry


Partner

Singapore, 24 February 2011

60
ALLGREEN
Properties Limited
S tatements o f financial p o siti o n
Financial statements for the year ended 31 December 2010

The Group The Company


31 December 31 December 31 December 31 December
2010 2009 2010 2009
Note $’000 $’000 $’000 $’000

ASSETS
Non-Current
Property, plant and equipment 4 324,235 296,579 444 208
Investment properties 5 1,757,000 1,683,800 - -
Subsidiary companies 6 - - 1,810,664 1,845,171
Associated companies 7 498,632 505,071 - -
2,579,867 2,485,450 1,811,108 1,845,379

Current
Stocks 8 259 327 - -
Development properties 9 1,025,374 1,210,493 91,839 114,244
Derivative financial asset 3,916 - 3,916 -
Trade receivables 10 194,203 111,171 1,389 1
Other receivables 11 13,829 22,847 509 390
Cash and cash equivalents 12 234,555 151,939 30,932 843
1,472,136 1,496,777 128,585 115,478
Total assets 4,052,003 3,982,227 1,939,693 1,960,857

EQUITY AND LIABILITIES


Equity attributable to shareholders
Share capital 13 1,177,185 1,177,185 1,177,185 1,177,185
Reserves 14 72,435 86,668 - -
Retained profits 1,324,085 1,097,046 251,924 236,962
2,573,705 2,360,899 1,429,109 1,414,147
Non-controlling interests 15 363,945 292,474 - -
Total equity 2,937,650 2,653,373 1,429,109 1,414,147

Liabilities
Non-Current
Loans from non-controlling interests of
subsidiary companies 15 69,828 102,505 - -
Long-term borrowings 16 350,875 763,978 30,000 50,000
Rental deposits 17 12,647 12,818 - -
Deferred taxation 18 84,197 84,578 7,827 7,645
517,547 963,879 37,827 57,645

Current
Trade payables 19 112,120 51,629 12,469 7,773 61
Rental deposits 17 9,873 9,406 85 80
ANNUAL REPORT
2010

Other payables 20 2,221 2,023 23 -


Advances from subsidiary companies 21 - - 277,471 335,639
Current tax payable 67,027 21,573 - 69
Borrowings 22 405,565 280,344 182,709 145,504
596,806 364,975 472,757 489,065
Total equity and liabilities 4,052,003 3,982,227 1,939,693 1,960,857

The annexed notes form an integral part of and should be read in conjunction with these financial statements.
C o ns o lidated inc o me statement
Financial statements for the year ended 31 December 2010

Year ended Year ended


31 December 31 December
2010 2009
Note $’000 $’000

Revenue 3 883,824 620,776


Cost of sales (434,273) (331,763)
Gross profit 449,551 289,013
Other income 23 19,634 10,610
Distribution and selling expenses (17,640) (8,046)
Administrative expenses (38,989) (25,248)
Other expenses 23 (28,221) (17,420)
Finance costs (17,306) (16,156)
Share of results of associated companies, net of tax (5,545) (1,627)
Profit before fair value gain/(loss) of investment properties 361,484 231,126
Fair value gain/(loss) on investment properties 5 71,808 (6,091)
Profit before taxation 24 433,292 225,035
Taxation 25 (59,995) (26,051)
Profit after taxation for the year 373,297 198,984

Attributable to:
- shareholders 290,654 162,741
- non-controlling interests 82,643 36,243
373,297 198,984

Basic earnings per share (cents)


- before fair value gain/(loss) on investment properties 26 14.23 10.92
- after fair value gain/(loss) on investment properties 26 18.28 10.23

62
ALLGREEN
Properties Limited

The annexed notes form an integral part of and should be read in conjunction with these financial statements.
C ons olidated statement o f c o m p re h ensi ve inc o me
Financial statements for the year ended 31 December 2010

Year ended Year ended


31 December 31 December
2010 2009
$’000 $’000

Profit for the year 373,297 198,984

Other comprehensive income:

Gain/(deficit) on revaluation of property, plant and equipment 33,316 (7,306)


Deferred tax (liabilities)/assets on revaluation gain/(deficit) (5,664) 1,242
Translation differences (29,896) (12,584)
Other comprehensive income for the year, net of tax (2,244) (18,648)
Total comprehensive income for the year 371,053 180,336

Attributable to:
- shareholders 276,421 146,847
- non-controlling interests 94,632 33,489
371,053 180,336

63
ANNUAL REPORT
2010

The annexed notes form an integral part of and should be read in conjunction with these financial statements.
C o ns o lidated statement o f c h an g es in e q u it y
Financial statements for the year ended 31 December 2010

Attributable to shareholders
Currency Non-
Share Revaluation translation Retained controlling Total
Note capital reserve reserve profits Total interests equity
$’000 $’000 $’000 $’000 $’000 $’000 $’000

Balance at 1 January 2009 1,177,185 69,392 33,170 966,112 2,245,859 272,266 2,518,125

Deficit on revaluation of property,


plant and equipment 14(i) - (4,047) - - (4,047) (3,259) (7,306)
Deferred tax assets on revaluation
deficit 14(i) - 688 - - 688 554 1,242
Translation differences 14(ii) - - (12,535) - (12,535) (49) (12,584)
Other comprehensive income for
the year - (3,359) (12,535) - (15,894) (2,754) (18,648)

Net profit for the year - - - 162,741 162,741 36,243 198,984


Total comprehensive income for
the year - (3,359) (12,535) 162,741 146,847 33,489 180,336

Dividends paid 27 - - - (31,807) (31,807) - (31,807)


Liquidation of subsidiary
companies - - - - - (13,096) (13,096)
Capital contribution by non-
controlling interests of
subsidiary companies - - - - - 455 455
Repayment of quasi-equity loans to
non-controlling interests - - - - - (10) (10)
Dividends paid to non-controlling
interests - - - - - (630) (630)
Balance at 31 December 2009 1,177,185 66,033 20,635 1,097,046 2,360,899 292,474 2,653,373

64
ALLGREEN
Properties Limited

The annexed notes form an integral part of and should be read in conjunction with these financial statements.
C o ns o lidated statement o f c h an g es in e q u it y
Financial statements for the year ended 31 December 2010

Attributable to shareholders
Currency Non-
Share Revaluation translation Retained controlling Total
Note capital reserve reserve profits Total interests equity
$’000 $’000 $’000 $’000 $’000 $’000 $’000

Balance at 1 January 2010 1,177,185 66,033 20,635 1,097,046 2,360,899 292,474 2,653,373

Gain on revaluation of property,


plant and equipment 14(i) - 18,457 - - 18,457 14,859 33,316
Deferred tax liabilities on
revaluation deficit 14(i) - (3,138) - - (3,138) (2,526) (5,664)
Translation differences 14(ii) - - (29,552) - (29,552) (344) (29,896)
Other comprehensive income for
the year - 15,319 (29,552) - (14,233) 11,989 (2,244)

Net profit for the year - - - 290,654 290,654 82,643 373,297


Total comprehensive income for
the year - 15,319 (29,552) 290,654 276,421 94,632 371,053

Dividends paid 27 - - - (63,615) (63,615) - (63,615)


Liquidation of subsidiary
companies - - - - - (734) (734)
Capital contribution by non-
controlling interests of
subsidiary companies - - - - - 699 699
Repayment of quasi-equity loans to
non-controlling interests - - - - - (23,126) (23,126)
Balance at 31 December 2010 1,177,185 81,352 (8,917) 1,324,085 2,573,705 363,945 2,937,650

65
ANNUAL REPORT
2010

The annexed notes form an integral part of and should be read in conjunction with these financial statements.
C o ns o lidated statement o f cas h fl o w s
Financial statements for the year ended 31 December 2010

Year ended Year ended


31 December 31 December
2010 2009
$’000 $’000

Cash Flows from Operating Activities


Profit before taxation 433,292 225,035
Adjustments for:
Depreciation of property, plant and equipment 8,961 9,575
Fair value (gain)/ loss on investment properties (71,808) 6,091
Loss on disposal of property, plant and equipment 2 1,683
Loss on liquidation of associated companies 24 -
Interest income (398) (347)
Interest expense 17,172 16,012
Provision for diminution in value of development properties 8,507 -
Share of results of associated companies 5,545 1,627
Write back of provision for diminution in value of development properties (59,983) (66,318)
Operating profit before working capital changes 341,314 193,358
Decrease in stocks and contract work-in-progress 68 77
Decrease in development properties 241,237 190,845
(Increase)/decrease in trade and other receivables (78,661) 32,954
Increase in trade and other payables 60,684 2,086
Increase in rental deposits 296 456
Cash generated from operations 564,938 419,776
Interest paid (22,756) (30,952)
Income tax paid (20,586) (12,354)
Net cash generated from operating activities 521,596 376,470

Cash Flows from Investing Activities


Proceeds from disposal of property, plant and equipment 31 156
Additions to investment properties (1,392) (8,591)
Additions to property, plant and equipment (3,333) (1,497)
Investments in associated companies (26,775) (85,969)
Dividends from associated companies 125 261
Interest received 400 357
Net cash used in investing activities (30,944) (95,283)

Cash Flows from Financing Activities


Capital contributions from non-controlling interests 699 455
Funds to non-controlling interests (55,803) (5,281)
Dividends paid - by Company (63,615) (31,807)
66 - to non-controlling interests of subsidiary companies - (630)
Borrowings obtained 66,136 484,430
Repayment of borrowings (353,076) (701,562)
ALLGREEN
Properties Limited

Net cash used in financing activities (405,659) (254,395)

Net increase in cash and cash equivalents 84,993 26,792


Foreign exchange adjustments (2,377) (733)
Cash and cash equivalents as at the beginning of the year 151,939 125,880
Cash and cash equivalents as at the end of the year (Note 12) 234,555 151,939

The annexed notes form an integral part of and should be read in conjunction with these financial statements.
C o ns o lidated statement o f cas h fl o w s
Financial statements for the year ended 31 December 2010

Liquidation of subsidiary companies

During the year, three (2009: three) subsidiary companies were wound up. The carrying values of identifiable
net assets disposed were as follows:

Year ended Year ended


31 December 31 December
2010 2009
$’000 $’000

Other receivables (739) (13,071)


Cash and cash equivalents (51) (13)
Other payables 5 2
Non-controlling interests 734 13,069
Identifiable net assets disposed (51) (13)

Cash and cash equivalents of subsidiary companies disposed 51 13


Cash outflow on liquidation of subsidiary companies - -

67
ANNUAL REPORT
2010

The annexed notes form an integral part of and should be read in conjunction with these financial statements.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

These notes form an integral part of and should be read in conjunction with the accompanying financial
statements.

1 General information

The financial statements of the Group and of the Company for the financial year ended 31 December 2010
were authorised for issue in accordance with a resolution of the directors on the date of the Statement By
Directors.

The Company is incorporated as a limited liability company and domiciled in the Republic of Singapore.

The registered office of the Company is located at:

1 Kim Seng Promenade


#05-02 Great World City
Singapore 237994

2 Summary of significant accounting policies

2.1 Basis of preparation and presentation

The financial statements are prepared in accordance with Singapore Financial Reporting Standards (“FRS”)
including related Interpretations to FRS (“INT FRS”) promulgated by the Accounting Standards Council.
The financial statements have been prepared under the historical cost convention, unless otherwise
stated.

Significant accounting estimates and judgements

The preparation of the financial statements in conformity with FRS requires the use of estimates and
assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts of revenues and expenses
during the financial year. Although these estimates are based on management’s best knowledge of current
events and actions, including expectations of future events that are believed to be reasonable, actual results
may differ from those estimates.

The critical accounting estimates and assumptions used and areas involving a high degree of judgement
are described below:

Profit from development properties

The Group recognises revenue from development properties based on the percentage of completion
68 method. The cost of sales charged to the income statement is measured by reference to the stage of
completion as certified by the architects or quantity surveyors and estimated total development costs.
ALLGREEN
Properties Limited

Significant judgement is required in determining the estimated total development costs which includes an
estimation of the variation works from the main contractor. The Group estimates the total project costs
based on contracts awarded, if any, and the experience of qualified project managers.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.1 Basis of preparation and presentation (cont’d)

Significant accounting estimates and judgements (cont’d)

Carrying value of development properties

Significant judgement is required in assessing the recoverability of the carrying value of development
properties. Analysis has been carried out based on assumptions regarding the selling price and costs
of residential properties. Barring unforeseen circumstances, the carrying amount of the development
properties as reflected in the statement of financial position will be recoverable. The Group will closely
monitor the property price index and market sentiment, and adjustments will be made if future market
activity indicates that such adjustments are appropriate.

Profit from general construction and interior works

The Group recognises contract revenue based on the percentage of completion method. The stage of
completion is measured by reference to the value of work done as certified by the architects or quantity
surveyors to the contract sum awarded for each project.

Significant judgement is required in determining the stage of completion, the extent of the contract cost
incurred, the estimated total contract revenue and contract cost, as well as the recoverability of the carrying
value of contract work-in-progress. Total contract revenue also includes an estimation of the variation
works that are recoverable from the customers. In making judgement, the Group evaluates by relying on
past experience of qualified project managers.

Income tax

Significant judgement is required in determining the capital allowances and deductibility of certain
expenses during the estimation of the provision for income tax. There are also claims for which the ultimate
tax determination is uncertain during the ordinary course of business. The Group recognises liabilities for
expected tax issues based on estimates of whether additional taxes will be due. When the final tax outcome
of these matters is different from the amounts that were initially recognised, such differences will impact
the income tax and deferred tax provisions in the period in which such determination is made.

Construction-in-progress

Significant judgement is required in determining the estimated total construction costs which includes an
estimation of the variation works from the contractor. The Group estimates the total construction costs
based on contracts awarded and the experience of qualified project managers.

Fair value of investment properties


69
Significant judgement is required in ascertaining the fair value of investment properties. The management
appoints independent valuers that have appropriate recognised professional qualifications and recent
ANNUAL REPORT
2010

experience in the location and category of the investment properties being valued.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.1 Basis of preparation and presentation (cont’d)

Significant accounting estimates and judgements (cont’d)

Allowance for bad and doubtful debts

Allowance for bad and doubtful debts are based on an assessment of the recoverability of trade and other
receivables. Allowances are applied to trade and other receivables where events or changes in circumstances
indicate that the balances may not be collectible. The identification of bad and doubtful debts requires
the use of judgement and estimates. Where the expected outcome is different from the original estimates,
such difference will impact the carrying value of trade and other receivables and doubtful debt expenses
in the period in which such estimates have been changed.

Impairment in investment in subsidiaries

Determining whether investment in subsidiaries is impaired requires an estimation of the value-in-use of


that investment. The value-in-use calculation requires the Group to estimate the future cash flows expected
from the subsidiaries and an appropriate discount rate in order to calculate the present value of the future
cash flows. Management has evaluated the recoverability of the investments based on such estimates.

Interpretations and amendments to published standards effective in 2010

On 1 January 2010, the Group adopted the new or amended FRS and Interpretations to FRS (“’INT FRS”)
that are mandatory for application from that date. This includes the following FRS and INT FRS, which
are relevant to the Group:

Reference Description

FRS 27 Consolidated and separate financial statements


FRS 101 First-Time adoption of financial reporting standards
FRS 103 Business combinations
INT FRS 117 Distributions of non-cash assets to owners
INT FRS 118 Transfer of assets from customers
Improvement to FRSs 2009

The adoption of these new/revised FRS and INT FRS did not result in substantial changes to the Group’s
accounting policies nor any significant impact on these financial statements except for the following:-

FRS 27 (revised) Consolidated and Separate Financial Statements

The revised FRS 27 requires the effects of all transactions with non-controlling interests to be accounted
70 for as equity transactions if there is no change in control. Such a change will have no impact on goodwill,
nor will it give rise to a gain or loss recognized in profit or loss.
ALLGREEN
Properties Limited

When control over a subsidiary is lost, any interest retained is re-measured to fair value and the resulting
gain or loss is recognized in profit or loss.

Losses incurred by a subsidiary are allocated to the non-controlling interests even if these result in the
non-controlling interests having deficit balances.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.1 Basis of preparation and presentation (cont’d)

Significant accounting estimates and judgements (cont’d)

FRS 27 (revised) Consolidated and Separate Financial Statements (cont’d)

According to its transitional provisions, the revised FRS 27 has been applied prospectively, and does not
impact the Group’s consolidated financial statements in respect of transactions with non-controlling
interests, attribution of losses to non-controlling interests and disposal of subsidiaries before 1 January
2010. The changes will affect future transactions with non-controlling interests.

FRS 103 (revised) Business Combinations

The revised standard introduces a number of changes in the accounting for business combinations
occurring after 1 July 2009. It retains the major features of purchase method of accounting, now referred
to as the acquisition method. The most significant changes in FRS103 (revised) are as follows:

• Acquisition-related costs of the combination are recorded as an expense in the profit or loss.
Previously, these costs would have been accounted for as part of the cost of the acquisition.

• The assts acquired and liabilities assumed are generally measured at their acquisition-date fair values
unless an exception and specific measurement rules are provided in the standard.

•  ny contingent consideration is measured at fair value at the acquisition date. If the contingent
A
consideration arrangement gives rise to a financial liability, any subsequent changes are generally
recognised in profit or loss. Previously, contingent consideration was recognised at the acquisition
date only if its payment was probable.

• Any indemnification asset promised by the seller in an acquisition is recognized at the date of
acquisition. Previously, this possible compensation would not have been recognized as an asset and
would have been adjusted against goodwill upon receipt from the seller.

FRS 103 (revised) is applied prospectively to business combinations for which the acquisition date is on
or after 1 January 2010. There is no impact to the Group’s consolidated financial statements as there is no
business combination during the year.

INT FRS 117 Distributions of Non-cash Assets to Owners

INT FRS 117 applies to non-reciprocal distributions of non-cash assets to owners acting in their capacity as
owners, in which all owners of the same class of equity instruments are treated equally. This interpretation
also applies to distributions that give owners a choice of receiving either the non-cash assets or a cash
alternative. The Group accounts all non-cash dividends at fair value. Any change in the fair value is 71
recognised directly in equity. The liability for non-cash dividend is recognised when the dividend has
been authorised and is no longer at the discretion of the Group.
ANNUAL REPORT
2010

The INT FRS 117 is applied prospectively and therefore there is no impact on prior periods in the Group’s
2010 consolidated financial statements. The application of the standard has no impact on the Group’s
consolidated financial statements as there is no such transaction during the year.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.1 Basis of preparation and presentation (cont’d)

Significant accounting estimates and judgements (cont’d)

Improvements to FRSs Issued in 2009

The improvements to FRSs issued in 2009 comprise amendments to the FRS and INT FRS that are effective
for annual periods beginning on or after 1 January 2010.

Amendments to FRS 7 Cash Flow Statement

Under the amendment, expenditures that do not result in a recognised asset in the statement of financial
position cannot be classified as investing activities in the statement of cash flows. Previously, such
expenditure could be classified as investing activities in the statement of cash flows.

Amendments to FRS 102 Share-based Payment – Vesting Conditions and Cancellations

The amendments to FRS 102 clarify that vesting conditions consist of service conditions and performance
conditions. Other conditions are considered non-vesting conditions and are taken into account in the
estimate of the fair value of the equity instruments.

On adoption of the amendments to FRS 102, the requirement to make monthly contributions is treated
as a non-vesting condition that reduces the grant date fair value of the equity award. The failure by a
participating employee to make monthly contributions is accounted for as a cancellation. As the Group
does not value its share-based payments, the application of this standard has no impact on the Group’s
financial statements.

2.2 Consolidation

The financial statements of the Group include the financial statements of the Company and the subsidiary
companies, all of which prepare financial statements at 31st December. Details of its subsidiary companies
are listed in Note 31. All significant inter-company balances and significant inter-company transactions
are eliminated on consolidation. The results of subsidiary companies acquired or disposed of during the
financial year are included or excluded from the consolidated income statement from the effective date of
in which control is transferred to the Group or in which control ceases, respectively.

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the
identifiable net assets and contingent liabilities of the acquired subsidiary or associated company at the
date of acquisition. Goodwill on subsidiary companies is carried at cost less accumulated impairment
losses, if any. Goodwill on associated companies is included in the carrying amount of the investments.
Goodwill is reviewed for impairment, annually or more frequently if events or changes in circumstances
72 indicate that the carrying value may be impaired.

2.3 Property, plant and equipment and depreciation


ALLGREEN
Properties Limited

Hotel property which includes interests in land and building and its integral fixed plant and machinery and
fittings, is stated at valuation, less subsequent depreciation. It is stated at directors’ valuation based upon
the advice of professional valuers on the open market value at the end of the reporting period.

Other property, plant and equipment are stated at cost less accumulated depreciation and impairment
losses, if any.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.3 Property, plant and equipment and depreciation (cont’d)

Depreciation is computed utilising the straight-line method to write off the cost less residual value or
revalued amount of these assets over their estimated useful lives as follows:

Leasehold land 95 years


Leasehold building and integral fixed plant and machinery and fittings of hotel 5 - 50 years
Plant, machinery, furniture, fittings, equipment and computers 3 - 10 years
Motor vehicles 3 - 5 years
Operating supplies 5 - 20 years

Construction in progress comprises materials and contractors’ costs based on architects’ or consultants’
certification in relation to the refurbishment of the hotel property. No depreciation is provided for
construction in progress.

The cost of property, plant and equipment includes expenditure that is directly attributable to the acquisition
of the items. Dismantlement, removal or restoration costs are included as part of the cost of property, plant
and equipment if the obligation for dismantlement, removal or restoration is incurred as a consequence of
acquiring or using the asset. Cost may also include transfers from equity of any gains/losses on qualifying
cash flow hedges of foreign currency purchases of property, plant and equipment.

Subsequent expenditure relating to property, plant and equipment that has already been recognised is
added to the carrying amount of the asset when it is probable that future economic benefits, in excess of
the standard of performance of the asset before the expenditure was made, will flow to the Group and
the cost can be reliably measured. Other subsequent expenditure is recognised as an expense during the
financial year in which it is incurred.

When an asset is revalued, any increase in the carrying amount is credited directly to a revaluation surplus
unless it reverses a previous revaluation decrease relating to the same asset which was previously recognised
as an expense. In such circumstances, the increase is recognised as income to the extent of the previous
write down.

When an asset’s carrying amount is decreased as a result of a revaluation, the decrease is recognised as an
expense unless it reverses a previous increment relating to that asset, in which case it is charged against
any related revaluation surplus, to the extent that the decrease does not exceed the amount held in the
revaluation surplus of that same asset. Any balance remaining in the revaluation surplus in respect of an
asset is transferred directly to retained earnings when the asset is de-recognised.

For acquisitions and disposals during the financial year, depreciation is provided from the month of
acquisition and to the month before disposal respectively.

Depreciation methods, useful lives and residual values are reviewed, and adjusted as appropriate, at the 73
end of each reporting period as a change in estimates.
ANNUAL REPORT
2010

Fully depreciated assets are retained in the books of accounts until they are no longer in use.

The carrying amounts of property, plant and equipment are reviewed yearly in order to assess whether
their carrying amounts need to be written down to recoverable amounts. Recoverable amount is defined
as the higher of value in use and net selling price.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.4 Investment properties

Investment properties are properties held for the primary purpose of producing rental and related income
and are not held for resale in the ordinary course of the business. They are initially recognised at cost
and subsequently carried at fair value, determined by the directors based upon the advice of professional
valuers on the open market value at the end of each reporting period. Changes in fair value of investment
properties are recognised in the income statement.

Investment properties are subject to renovations or improvements at regular intervals. The cost of major
renovations and improvements is capitalised as additions and the carrying amounts of the replaced
components are written off to the income statement. The cost of maintenance, repairs and minor
improvement is charged to profit or loss when incurred.

On disposal of an investment property, the difference between the disposal proceeds and the carrying
amount is recognised in profit or loss.

2.5 Subsidiary companies

A subsidiary company is an entity controlled by the Group. Control exists when the Group has the power
to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The
existence and effect of potential voting rights that are currently exercisable or convertible are considered
when assessing whether there is control.

Shares in subsidiary companies are stated at cost less allowance for any impairment losses on an individual
subsidiary company basis. The purchase method of accounting is used to account for the acquisition of
subsidiary companies. The cost of an acquisition is measured as the fair value of the assets given, equity
instruments issued or liabilities incurred or assumed at the date of exchange. The consideration transferred
also includes the fair value of any contingent consideration arrangement and the fair value of any pre-
existing equity interest in the subsidiary. Costs attributable to the acquisition are expensed as incurred.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are
measured initially at their fair values on the date of acquisition.

Any excess of the consideration transferred, the amount of any non-controlling interests in the acquiree
and the acquisition date fair value of previous equity interest in the acquiree over the fair value of the net
identifiable assets acquired represents goodwill. The goodwill is accounted for in accordance with the
accounting policy for goodwill stated above. In instances where the latter amount exceeds the former, the
excess is recognised as a gain from bargain purchase in the profit or loss on the date of acquisition.

When the control over a subsidiary is lost, the assets and liabilities of the subsidiary, including any goodwill,
are derecognised. Any retained interest in the entity is remeasured at fair value. The difference between the
carrying amount of the retained investment at the date when control is lost and its fair value is recognised
74 in profit or loss.

Where accounting policies of a subsidiary do not conform to those of the Company, adjustments are made
ALLGREEN
Properties Limited

on consolidation when the amounts involved are considered significant to the Group.

Non-controlling interests represent the portion of profit or loss and net assets in subsidiaries not held by the
Group. They are presented in the consolidated statement of financial position within equity, separately from
the parent shareholders’ equity, and are separately disclosed in the consolidated statement of comprehensive
income. Total comprehensive income is attributed to the non-controlling interests based on their respective
interests in a subsidiary, even if this result in the non-controlling interests having deficit balances.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.5 Subsidiary companies (cont’d)

Changes in the Company owners’ ownership interest in a subsidiary that do not result in a loss of control
are accounted for as equity transactions. In such circumstances, the carrying amounts of the controlling and
non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any
difference between the amount by which the non-controlling interest is adjusted and the fair value of the
consideration paid or received is recognised directly in equity and attributed to owners of the parent.

2.6 Associated companies

An associated company is defined as a company, not being a subsidiary, in which the Group has significant
influence, but not control, over its financial and operating policies. Significant influence is presumed to
exist when the Group holds between 20% and 50% of the voting power of another entity.

Significant influence also exists when the Group has a long-term equity interest of less than 20% if there
is representation on the Board of Directors and participation in policy making processes, including
participation in decisions about dividends or other distributions.

Investments in associated companies at company level are stated at cost. Provision is made for any
impairment losses on an individual company basis.

The Group’s share of profits less losses of associated companies is included in the Group’s results. If the
Group’s share of losses of an associated company equals or exceeds the carrying amount of the investment,
the Group discontinues including its share of further losses. The investment is reported at nil balance.
Additional losses are provided for to the extent that the Group has incurred obligations or made payments
on behalf of the associated companies to satisfy obligations of the associated companies that the Group
has guaranteed or otherwise committed, for example, in the forms of loans.

The Group’s share of the post-acquisition reserves is added to the amount of the investment in associated
companies in the consolidated statement of financial position. These amounts are based on the latest
audited financial statements or management accounts of the companies concerned made up to the end of
the Company’s financial year. Where the accounting policies of the associated companies do not conform
with those of the Group, adjustments are made on consolidation where the amounts involved are significant
to the Group.

2.7 Stocks and contract work-in-progress

Stocks, other than contract work-in-progress, are stated at the lower of cost and net realisable value.
Cost is primarily determined on a first-in first-out basis and includes all costs in bringing the stocks to
their present location and condition. Provision is made where necessary for obsolete, slow-moving and
defective stocks.
75
Work-in-progress on long-term contracts are valued at cost plus attributable profits less progress billings.
Cost comprises direct materials and labour costs. Provision is made for all losses expected to arise on
ANNUAL REPORT
2010

completion of contracts entered into at the end of the reporting period.


N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.8 Development properties

Development properties are properties held for sale in the ordinary course of business. These include
completed properties and those pending or in the course of development. They are stated at the lower
of cost plus, where appropriate, attributable profits net of progress billings and estimated net realisable
value.

Cost of development properties includes property taxes, interest on borrowings to finance the development
projects and other direct and related expenditures incurred to get the assets ready for their intended use.

Provision is made for foreseeable losses in arriving at estimated net realisable value.

2.9 Financial assets

(i) Classification

The Group classifies its financial assets in the following categories: at fair value through profit or loss,
loans and receivables, held-to-maturity, and available-for-sale, where applicable. The classification
depends on the nature of the asset and the purpose for which the assets were acquired. Management
determines the classification of its financial assets at initial recognition and re-evaluates this
designation at every end of the reporting period, with the exception that the designation of financial
assets at fair value through profit or loss is not revocable.

(1) Financial assets at fair value through profit or loss

This category has two sub-categories: financial assets held for trading, and those designated
at fair value through profit or loss at inception. A financial asset is classified in this category
if acquired principally for the purpose of selling in the short term or if so designated by
management. Derivatives are also categorised as held for trading unless they are designated
as hedges. Assets in this category are classified as current assets if they are either held for
trading or are expected to be realised within 12 months after the end of the reporting period.
As at 31 December 2010, the Group’s only financial assets at fair value through profit or loss
is the forward exchange contracts that it holds.

(2) Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments
that are not quoted in an active market. They are presented as current assets, except for those
maturing more than 12 months after the end of the reporting period which are presented
as non-current assets. Loans and receivables include trade and other receivables (except for
deposits and prepayments), interest-bearing loans to subsidiary companies and cash and
76 cash equivalents.

(3) Held-to-maturity financial assets


ALLGREEN
Properties Limited

Held-to-maturity financial assets are non-derivative financial assets with fixed or determinable
payments and fixed maturities that the Group’s management has the positive intention and
ability to hold to maturity. If the Group were to sell other than an insignificant amount of
held-to-maturity financial assets, the whole category would be tainted and reclassified as
available-for-sale. They are presented as non-current assets, except for those maturing within
12 months after the end of the reporting period which are presented as current assets. As
at 31 December 2010, the Group has no held-to-maturity investments.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.9 Financial assets (cont’d)

(i) Classification (cont’d)

(4) Available-for-sale financial assets

Available-for-sale financial assets are non-derivatives that are either designated in this category
or not classified in any of the other categories. They are presented as non-current assets unless
management intends to dispose of the assets within 12 months after the end of the reporting
period. As at 31 December 2010, the Group has no available-for-sale financial assets.

(ii) Recognition and derecognition

Regular way purchases and sales of financial assets are recognised on trade-date - the date on which
the Group commits to purchase or sell the asset. Financial assets are derecognised when the rights
to receive cash flows from the financial assets have expired or have been transferred and the Group
has transferred substantially all risks and rewards of ownership. On disposal of a financial asset,
the difference between the carrying amount and the sale proceeds is recognised in the income
statement. Any amount in the fair value reserve relating to that asset is transferred to the income
statement.

(iii) Initial measurement

Financial assets are initially recognised at fair value plus transaction costs except for financial assets
at fair value through profit or loss, which are recognised at fair value. Transaction costs for financial
assets at fair value through profit or loss are recognised immediately as expenses.

(iv) Subsequent measurement

Available-for-sale financial assets and financial assets at fair value through profit or loss are
subsequently carried at fair value. Loans and receivables and financial assets held-to-maturity are
subsequently carried at amortised cost using the effective interest method.

Realised and unrealised gains and losses arising from changes in the fair value of the ‘financial assets
at fair value through profit or loss’ are included in the income statement in the period in which they
arise. Unrealised gains and losses arising from changes in the fair value of financial assets classified
as available-for-sale are recognised in the fair value reserve within equity. When financial assets
classified as available-for-sale are sold or impaired, the accumulated fair value adjustments in the
fair value reserve within equity are included in the income statement.

(v) Determination of fair value


77
The fair values of quoted financial assets are based on current bid prices. If the market for a financial
asset is not active, the Group establishes fair value by using valuation techniques. These include
ANNUAL REPORT
2010

the use of recent arm’s length transactions, reference to other instruments that are substantially the
same, discounted cash flow analysis, and option pricing models refined to reflect the issuer’s specific
circumstances.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.10 Trade and other receivables, other than deposits and prepayments

 eceivables are recognised initially at fair value and subsequently measured at amortised cost using the
R
effective interest method, less provision for impairment. A provision for impairment of receivables is
established when there is objective evidence that the Group will not be able to collect all amounts due
according to the original terms of the receivables. The amount of the provision is the difference between
the asset’s carrying amount and the present value of estimated future cash flows, discounted at the original
effective interest rate. Receivables with a short duration are not discounted. The amount of the provision
is recognised in the income statement.

Bad debts are written off when known and specific provisions are made for those debts considered to be
doubtful.

2.11 Cash and cash equivalents

Cash and cash equivalents comprise cash and bank balances, and bank deposits.

2.12 Derivative financial Instruments

When a derivative financial instrument is not held for trading, and is not designated in a qualifying hedge
relationship, all changes in its fair value are recognised immediately in the profit and loss account.

2.13 Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new
ordinary shares are deducted against the share capital account.

2.14 Dividends

Final dividends proposed by the directors are not accounted for in shareholders’ equity as an appropriation
of retained profits, until they have been approved by the shareholders in a general meeting. When these
dividends have been approved by the shareholders and declared, they are recognised as a liability.

Interim dividends are simultaneously proposed and declared, because the Articles of Association of the
Company grant the directors the authority to declare interim dividends. Consequently, interim dividends
are recognised directly as a liability when they are proposed and declared.

2.15 Financial liabilities

Financial liabilities include borrowings, rental deposits, trade and other payables, advances from subsidiary
companies and interest bearing loans from non-controlling interests of subsidiary companies as reflected
78 in the statement of financial position.

Financial liabilities are recognised when the Group or the Company becomes a party to the contractual
ALLGREEN
Properties Limited

agreements of the instruments. All interest-related charges are recognised as an expense in “finance cost”
in the income statement. Financial liabilities are derecognised if the Group’s or the Company’s obligations
specified in the contract expire or are discharged or cancelled.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.16 Advances and borrowings

All interest bearing advances and borrowings are recognised initially at fair value less attributable transaction
costs. Subsequent to initial recognition, interest-bearing liabilities are stated at amortised cost.

Borrowing costs directly attributable to the development of properties are capitalised in the period in
which they are incurred till Temporary Occupation Permits are obtained, after which borrowing costs are
charged to the income statement. Other borrowing costs are charged to the income statement in the period
in which they are incurred, except to the extent that they are capitalised as being directly attributable to
the acquisition, construction or production of an asset which necessarily take a substantial period of time
to be prepared for its intended use or sale.

Borrowings which are due to be settled within twelve months after the reporting period are included in
current borrowings in the statement of financial position even though the original terms were for a period
longer than twelve months and an agreement to refinance, or to reschedule payments, on a long-term basis
is completed after the reporting period. Borrowings due to be settled more than twelve months after the
reporting period are included in non-current borrowings in the statement of financial position.

2.17 Payables

Payables are initially measured at fair value, and subsequently measured at amortised cost, using the
effective interest method.

2.18 Provisions

Provisions are recognised when the Group and the Company have a present obligation (legal or
constructive) as a result of a past event, it is probable that an outflow of resources embodying economic
benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the
obligation.

Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best
estimates.

2.19 Financial guarantees

The Company has issued corporate guarantees to banks for bank borrowings of its subsidiary companies.
These guarantees are financial guarantees as they require the Company to reimburse the banks if the
subsidiary companies fail to make principal or interest payments when due in accordance with the terms
of their borrowings.

Financial guarantees are initially recognised at their fair value plus transaction costs in the Company’s
statement of financial position. 79
Financial guarantees are subsequently amortised to the income statement over the period of the subsidiary
ANNUAL REPORT
2010

companies’ borrowings, unless it is probable that the Company will reimburse the bank for an amount
higher than the unamortised amount. In this case, the financial guarantees shall be carried at the expected
amount payable to the bank in the Company’s statement of financial position.

Intragroup transactions are eliminated on consolidation.


N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.20 Income taxes

Income tax expense comprises current and deferred tax. Income tax expense is recognised in the income
statement except to the extent that it relates to items recognised directly in equity, in which case it is
recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or
substantively enacted at the end of the reporting period, and any adjustment to tax payable in respect of
previous years.

Deferred tax is provided using the liability method on temporary differences at the end of the reporting
period between the tax bases of assets and liabilities and their carrying amounts in the financial
statements.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available
against which the temporary differences can be utilised. Deferred tax assets are reviewed at the end of each
reporting period and are reduced to the extent that it is no longer probable that the related tax benefit
will be realised.

The statutory tax rates enacted or substantively enacted at the end of the reporting period are used in the
determination of deferred income tax.

2.21 Employee benefits



(i) Central Provident Fund contributions

The Group and the Company contribute to the Central Provident Fund (“CPF”), a defined
contribution plan regulated and managed by the Government of Singapore, which applies to the
majority of the employees. The Group’s and the Company’s contributions to CPF are charged to
profit or loss in the period to which the contributions relate.

(ii) Employee leave entitlements

Employee entitlements to annual leave are recognised when they accrue to employees. Accrual is
made for the unconsumed leave as a result of services rendered by employees up to the end of the
reporting period.

(iii) Employee Share Option Scheme

The Company has in place an employee share incentive scheme, known as the Allgreen Share
Option Scheme (“the Scheme”), for the granting of options to eligible employees and directors
80 of the Company, its subsidiary and associated companies to subscribe for ordinary shares in the
Company. Details of the Scheme and the reason for not valuing the options are disclosed in the
Directors’ Report.
ALLGREEN
Properties Limited

2.22 Impairment of non-financial assets

 e carrying amounts of the Group’s and the Company’s non-financial assets subject to impairment are
Th
reviewed at the end of each reporting period to determine whether there is any indication of impairment.
If any such indication exists, these assets’ recoverable amounts are estimated. An impairment loss is
recognised whenever the carrying amounts of these assets exceed their recoverable amounts. Recoverable
amount is defined as the higher of the fair value less cost to sell and value in use.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.22 Impairment of non-financial assets (cont’d)

For the purpose of impairment testing of these assets, recoverable amount is determined on an individual asset
basis unless the asset does not generate cash flows that are largely independent of those from other assets. In
such case, recoverable amount is determined for the cash-generating-units to which the asset belongs.

An impairment loss is recognised for the amount by which the asset’s or cash-generating unit’s carrying
amount exceeds its recoverable amount. Impairment losses are charged to profit or loss unless it reverses
a previous revaluation in which case it will be charged to equity under the heading revaluation reserve.

An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable
amount or when there is an indication that the impairment loss recognised for the asset no longer exists
or decreases.

An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the
carrying amount that would have been determined if no impairment loss had been recognised.

A reversal of an impairment loss on a revalued asset is credited directly to equity under the heading
revaluation reserve. However, to the extent that an impairment loss on the same revalued asset was
previously recognised as an expense in profit or loss, a reversal of that impairment loss is recognised as
income in profit or loss.

2.23 Operating leases

Rental income on operating leases is credited to the income statement on a straight-line basis over the lease
term. Penalty payments on early termination, if any, are recognised in profit or loss when earned.

Contingent rents are mainly determined as a percentage of turnover and are recognised when determined
with the tenants. The leases are mainly on three-year terms with options to renew at mutually agreed rates.

2.24 Revenue recognition

(i) Income from sale of development properties is recognised based on the percentage of completion
method. The percentage recognised is based on amounts due from purchasers upon signing of the
Sale and Purchase Agreements and the stages of completion certified by the architects or quantity
surveyors.

Had income from sale of development properties been recognised based on the completion of
contract method, the effects on the Group’s current year financial statements are as follows:

Increase/(decrease)
2010 2009 81
$’000 $’000
ANNUAL REPORT
2010

(a) Retained profits as at beginning of the year (172,641) (83,091)


(b) Revenue for the year 54,492 (213,657)
(c) Profit for the year 94,961 (65,444)
(d) Development properties as at beginning of the year (111,786) (45,221)
(e) Development properties as at end of the year 73,758 (120,838)
(f) Accrued receivables as at beginning of the year (83,536) (75,551)
(g) Accrued receivables as at end of the year (159,490) (83,536)
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.24 Revenue recognition (cont’d)

(ii) Dividend income from investments is recognised gross on the date it is declared payable.

(iii) Rental and related income from investment properties are recognised on a straight-line basis over
the lease term.

(iv) Income from project management is recognised on time basis over the years taken to complete the
project.

(v) Revenue from trading in building materials and general construction and interior works is
recognised based upon the delivery of goods and on the percentage of completion method based
on architects’ certification of work completed, respectively.

(vi) Revenue from the rendering of services, provision of maintenance and housekeeping services is
recognised when the services are rendered.

(vii) Interest income is recognised on a time-apportioned basis using the effective interest method.

2.25 Segment reporting

For management purposes, operating segments are organised based on their products and services which
are independently managed by the respective segment managers responsible for the performance of the
respective segments under their charge. The segment managers are directly accountable to the chief
executive officer who regularly reviews the segment results in order to allocate resources to the segments
and to assess segment performance.

2.26 Functional currency

Items included in the financial statements of each entity in the Group are measured using the currency that
best reflects the economic substance of the underlying events and circumstances relevant to that entity (“the
functional currency”). The consolidated financial statements of the Group and the statement of financial
position of the Company are presented in Singapore dollars, which is also the functional currency of the
Company, to the nearest thousand.

2.27 Conversion of foreign currencies

(i) Transactions and balances

Transactions in a currency other than the functional currency (“foreign currency”) are translated
into the functional currency using the exchange rates at the dates of the transactions. Currency
82 translation differences from the settlement of such transactions and from the translation of
monetary assets and liabilities denominated in foreign currencies at the closing rates at the end of
the reporting period are recognised in the income statement, unless they arise from borrowings in
ALLGREEN
Properties Limited

foreign currencies, other currency instruments designated and qualifying as net investment hedges
and net investment in foreign operations. Those currency translation differences are recognised
in the currency translation reserve in the consolidated financial statements and transferred to the
income statement as part of the gain or loss on disposal of the foreign operation.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

2 Summary of significant accounting policies (cont’d)

2.27 Conversion of foreign currencies (cont’d)

(i) Transactions and balances (cont’d)

Non-monetary items measured at fair values in foreign currencies are translated using the exchange
rates at the date when the fair values are determined. Exchange difference arising on the retranslation
of non-monetary items carried at fair value are included in the income statement, except for
differences arising on the translation of non-monetary items in respect of which gains or losses are
recognised directly in equity. For such non-monetary items, any exchange component of that gain
or loss is also recognised directly in equity.

(ii) Translation of Group entities’ financial statements

The results and financial position of all the Group entities (none of which has the currency of a
hyperinflationary economy) that have a functional currency different from the presentation currency
are translated into the presentation currency as follows:

(a) Assets and liabilities are translated at the closing exchange rates at the end of the reporting
period;

(b) Income and expenses are translated at average exchange rates (unless the average is not a
reasonable approximation of the cumulative effect of the rates prevailing on the transaction
dates, in which case income and expenses are translated using the exchange rates at the dates
of the transactions); and

(c) All resulting currency translation differences are recognised in the currency translation
reserve.

2.28 Financial instruments

Financial instruments include cash and cash equivalents, all financial assets and financial liabilities. The
particular recognition methods adopted are disclosed in the individual policy statements associated with
each item. These instruments are recognised when contracted for.

It is the Group’s policy not to trade in derivative financial instruments. Details of the Group’s financial
risk management are set out in Note 33.

83
ANNUAL REPORT
2010
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

3 Principal activities and revenue

The principal activities of the Company are that of an investment holding company and to develop
properties for sale.

The principal activities of the subsidiary companies are:

(1) developing properties for sale;

(2) investment holding and investment in properties for rental and related income;

(3) hotel owner and operator;

(4) project and property management and estate agent; and

(5) general construction and interior works, supply of building and construction materials.

Revenue of the Group includes revenue from sale of development properties, hotel operations, project
and property management fees, marketing fees, estate agency fees, income from construction contracts,
interior works and building supplies, rental and related income from investment properties, but excludes
applicable goods and services tax and significant inter-company transactions.

Revenue by significant categories are as follows:

The Group 2010 2009


$’000 $’000

Sale of development properties 710,205 468,494


Rental and related income from investment properties 117,738 109,738
Revenue from hotel operations 54,647 41,910
Others 1,234 634
883,824 620,776

84
ALLGREEN
Properties Limited
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

4 Property, plant and equipment

Plant,
The Group machinery,
furniture,
fittings,
equipment
Hotel and Motor Operating Construction
property computers vehicles supplies in progress Total
$’000 $’000 $’000 $’000 $’000 $’000
Valuation Cost Cost Cost Cost

At 1 January 2009 303,000 33,650 1,196 2,569 1,661 342,076


Additions 147 850 134 10 356 1,497
Reclassification - 2,017 - - (2,017) -
Disposals - (2,545) (174) (1) - (2,720)
Translation difference - - (2) - - (2)
Adjustment on revaluation (13,147) - - - - (13,147)
At 31 December 2009 290,000 33,972 1,154 2,578 - 327,704
Additions 415 2,778 63 77 - 3,333
Disposals/ write offs - (697) (84) (3) - (784)
Adjustment on revaluation 27,585 - - - - 27,585
At 31 December 2010 318,000 36,053 1,133 2,652 - 357,838

Accumulated depreciation

At 1 January 2009 - 25,967 687 1,619 - 28,273


Depreciation for the year
[Note23(b) & 24] 5,841 3,475 125 134 - 9,575
Disposals/ write off - (754) (126) (1) - (881)
Translation difference - - (1) - - (1)
Adjustment on revaluation (5,841) - - - - (5,841)
At 31 December 2009 - 28,688 685 1,752 - 31,125
Depreciation for the year
[Note23(b) & 24] 5,732 3,005 122 102 - 8,961
Disposals/write offs - (676) (73) (2) - (751)
Adjustment on revaluation (5,732) - - - - (5,732)
At 31 December 2010 - 31,017 734 1,852 - 33,603

Net book value


85
At 31 December 2010 318,000 5,036 399 800 - 324,235
ANNUAL REPORT
2010

At 31 December 2009 290,000 5,284 469 826 - 296,579


N o t e s to t h e f i n a n c i a l s tat e m e n t s
Financial statements for the year ended 31 December 2010

4 Property, plant and equipment (Cont’d)

Furniture,
The Company fittings,
equipment Motor
and computers vehicles Total
$’000 $’000 $’000

Cost

At 1 January 2009 1,100 263 1,363


Additions 73 - 73
Disposals and write off (17) - (17)
At 31 December 2009 1,156 263 1,419
Additions 324 - 324
Disposals and write off (22) - (22)
At 31 December 2010 1,458 263 1,721

Accumulated depreciation

At 1 January 2009 974 167 1,141


Depreciation for the year 60 26 86
Disposals and write off (16) - (16)
At 31 December 2009 1,018 193 1,211
Depreciation for the year 88 - 88
Disposals and write off (22) - (22)
At 31 December 2010 1,084 193 1,277

Net book value

At 31 December 2010 374 70 444

At 31 December 2009 138 70 208

The Group

(i) At 31 December 2010, the directors revalued the hotel property based on the valuation as at that date
carried out by Colliers International Consultancy & Valuation (Singapore) Pte Ltd, an independent
firm of professional valuers. The hotel property was valued on the basis of open market value for
its existing use.
86 The carrying amount of the hotel property that would have been included in the financial statements
as at 31 December 2010 had it been carried at cost less accumulated depreciation is $157,248,000
ALLGREEN
Properties Limited

(2009 - $159,530,000).

(ii) Property, plant and equipment with net book value of $322,361,000 (2009 - $293,425,000) are
mortgaged to secure borrowings (Note 16).
N o t e s to t h e f i n a n c i a l s tat e m e n t s
Financial statements for the year ended 31 December 2010

5 Investment properties

2010 2009
The Group $’000 $’000

Freehold properties 1,524,600 1,461,800


Leasehold property 232,400 222,000
1,757,000 1,683,800

The movements in investment properties are as follows:

2010 2009
The Group $’000 $’000

Balance as at beginning of the year 1,683,800 1,681,300


Additions through subsequent expenditure 1,392 8,591
Group’s share of fair value gain/(loss) 65,351 (10,064)
Non-controlling interests’ share of fair value gain/ (loss) 6,457 3,973
Fair value gain/(loss) recognised in the income statement (Note 24) 71,808 (6,091)
Balance as at end of the year 1,757,000 1,683,800

Notes:

(i) Investment properties are properties held for the primary purpose of producing rental and related
income and are not held for resale in the ordinary course of the business.

(ii) The investment properties, including integral fixed plant and machinery and fittings, are valued
by directors as at the end of the reporting period based on the valuation at open market value
carried out by a firm of independent professional valuers, Colliers International Consultancy &
Valuation (Singapore) Pte Ltd, that has appropriate recognised professional qualifications and recent
experience in the location and category of the investment properties being valued.

(iii) Investment properties amounting to $1,718,300,000 (2009 - $1,228,000,000) are mortgaged to secure
borrowings (Note 16).

(iv) The following amounts are recognised in the income statement:

2010 2009
The Group $’000 $’000

Rental income 109,343 101,903


Direct operating expenses arising from investment properties that 87
generated rental income 17,346 15,128
Other direct operating expenses arising from investment properties
ANNUAL REPORT
2010

that did not generate rental income 9,311 8,116


N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

6 Subsidiary companies

2010 2009
The Company $’000 $’000

Unquoted equity investments, at cost 785,048 801,848


Provision for impairment [see (a)] (5,930) (25,825)
779,118 776,023

Loans to subsidiary companies


- Quasi-equity * 760,751 810,415
- Interest bearing** 270,839 287,504
1,031,590 1,097,919
Provision for loan losses [see (b)] (44) (28,771)
1,031,546 1,069,148
Amounts receivable within one year - -
Amounts receivable after one year 1,031,546 1,069,148

1,810,664 1,845,171

(a) Movements in provision for impairment are as follows:

2010 2009
$’000 $’000

Balance as at beginning of the year 25,825 47,058


Current year provision 155 -
Provision written back (20,050) (21,233)
Balance as at end of the year 5,930 25,825

(b) Movements in provision for loan losses are as follows:

2010 2009
$’000 $’000

Balance as at beginning of the year 28,771 191,372


Current year provision 34 10
Provision written back (28,761) (162,611)
Balance as at end of the year 44 28,771

Included in loans to subsidiary companies are subordinated loans of $139,974,000 (2009 -


88 $308,134,000).
ALLGREEN
Properties Limited

* These loans are unsecured and form part of the Company’s net investment in subsidiary
companies. Settlements are neither planned nor likely to occur in the foreseeable future.

** These loans are unsecured and have no fixed term of repayments. The carrying values of these
loans approximate their fair values as they bear interest at variable rates which approximate the
borrowing rates for similar types of borrowing arrangement. The effective interest rate is disclosed
in Note 33.3.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

7 Associated companies

2010 2009
The Group $’000 $’000

Unquoted equity investments, at cost 507,668 481,035


Loan to an associated company 5,078 5,531
Share of post-acquisition loss, net of tax (8,936) (3,384)
Share of foreign currency translation reserve (5,178) 21,889
498,632 505,071

Interest-free advances to associated companies 823 823


Provision for impairment loss (823) (823)
- -
498,632 505,071

(i) Details of the associated companies are listed in Note 31(b).

(ii) The loan to an associated company comprises a foreign currency loan amounting to US$3,932,000
(equivalent to S$5,078,000) (2009 - US$3,932,000 equivalent to S$5,531,000) which forms part of
the Group’s net investment in the associated company. The loan is unsecured and interest-free,
and settlement is neither planned nor likely to occur in the foreseeable future. As the amount is,
in substance, a part of the Group’s net investment in the entity, it is stated at cost less provision for
impairment, if any.

(iii) On 31 December 2010, the Group entered into a Share Transfer Agreement with Shangri-La China
Limited (“SACL”), a wholly-owned subsidiary of Shangri-La Asia Limited (“SA”) for the transfer of
15% of the equity interest held by it in Kerry (Shenyang) Real Estate Development Co., Ltd (“KSRE”)
to SACL. Kerry Holdings Limited (“KHL”) will also transfer 10% of the equity interest held by it
(through its subsidiary known as Good Thinker Limited (“GTL”)) in KSRE to SACL under the Share
Transfer Agreement. On completion of the proposed transfer, KSRE will be held by the Company
and the subsidiaries of KPL and SA in the respective equity proportion of 15% : 60% : 25%.

(iv) The summarised financial information of associated companies, not adjusted for the proportion of
ownership interest held by the Group, is as follows:

2010 2009
The Group $’000 $’000

- Assets 2,801,072 2,428,774


- Liabilities 728,699 316,238
- Revenue 8,392 8,177
89
- Net loss for the year (26,226) (7,913)
ANNUAL REPORT
2010
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

7 Associated companies (Cont’d)

(v) The Group has not recognised its share of losses of the following associated company because the
Group’s cumulative share of losses exceeds its interest in this entity and the Group has no obligation
in respect of those losses:

Share of losses
Current year’s unrecognised Cumulative unrecognised
loss losses
2010 2009 2010 2009
$’000 $’000 $’000 $’000

Wyndham Asia Co. Ltd - - 71 71

8 Stocks at cost

2010 2009
The Group $’000 $’000

Food and beverage 83 93


Operating supplies 176 234
259 327

9 Development properties

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Costs and attributable profits 2,543,053 2,417,880 127,743 122,574


Progress billings (1,310,170) (948,402) (27,574) -
1,232,883 1,469,478 100,169 122,574

Less:
Provision for diminution in value of
development properties
Balance as at beginning of the year 258,985 326,481 8,330 8,330
Current year provision
90 [Notes 23(b) & 24] 8,507 - - -
Provision written back (Note 24) (59,983) (66,318) - -
ALLGREEN
Properties Limited

Provision utilised - (1,178) - -


Balance as at end of the year 207,509 258,985 8,330 8,330
1,025,374 1,210,493 91,839 114,244
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

9 Development properties (Cont’d)

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

(i) Interest capitalised during the


financial year were paid/payable to:
- financial institutions 6,041 12,936 1,405 774
- non-controlling shareholders 1,332 1,811 - -

(ii) Project management fee paid/


payable to a subsidiary during
the year - - 480 704

(iii) Provision written back during the year relates to projects launched where the estimated project costs
are not expected to exceed estimated project revenue. The provision written back is included in cost
of sales in the consolidated income statement.

10 Trade receivables

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

External parties 34,948 27,866 1,389 -


Accrued receivables* 159,489 83,536 - -
Amount due from an associated company 115 115 - -
Amount due from subsidiary companies - - - 1
194,552 111,517 1,389 1

Provision for impairment [Note 33.1(iii)] (349) (346) - -


194,203 111,171 1,389 1

* These represent amounts receivable from purchasers who have not been served the Notice of
Vacant Possession as at end of the reporting period after Temporary Occupation Permit of the
project has been obtained as well as accrued sales for development properties under the deferred
payment schemes.

Trade receivables, excluding accrued receivables, generally have credit term of 7 to 14 (2009 - 7 to 14) days.
91
ANNUAL REPORT
2010
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

11 Other receivables

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Deposit with a subsidiary company - - 95 111


Deposits for purchase of properties(i) 2,244 2,450 - -
Other deposits 578 504 99 42
Prepayments 1,397 1,123 138 143
Advances to non-controlling interests of
subsidiary companies (ii) 1,320 1,804 - -
Loans to joint venture partner (iii) 14,005 15,290 - -
Non-trade amount due from subsidiary
companies - - 7 7
Non-trade amount due from associated
companies of subsidiary companies 189 177 - -
Recoverable expenses 726 409 - 45
Property tax recoverable 77 93 - -
Others 2,706 1,163 170 42
23,242 23,013 509 390
Provision for impairment [Note 33.1(iii)] (9,413) (166) - -
13,829 22,847 509 390

The Group

(i) Deposits represents 5% of a land value amounted to US$1,745,312 (2009 - US$1,745,312) paid for
a site at Dong Nai Riverfront in Vietnam. As the Group has the intention not to proceed with the
project and the counterparty has indicated that they faced difficulty in refunding the deposit, a full
provision for impairment loss has been made during the year.

(ii) These advances arise from surplus funds of subsidiary companies. They are advanced in proportion
to their respective shareholding structure and are unsecured, interest-free and are repayable on
demand.

(iii) Loans to joint venture partner of a subsidiary company comprise foreign currency loans totalling
US$10,890,113 (2009 - US$10,890,113). A provision of impairment loss of US$5,445,056 has been
made as the joint venture partner has indicated that they are not able to repay the loan amount if
the Group demand for immediate repayment. These loans are secured and non-interest bearing.
The securities provided by the joint venture partner for these loans include the original land use
rights certificates of pieces of land as detailed below:
92 - approximately 9,000m2 of land at Binh Chanh District, Ho Chi Minh City, Vietnam;
- 466m2 of land at Binh Trieu, Ho Chi Minh City, Vietnam; and
ALLGREEN
Properties Limited

- approximately 4,000m2 of land in Dalat, Vietnam.

Pursuant to an appendix offshore loan agreement entered into between the subsidiary company
and the joint venture partner on 1 January 2010, the settlement date of these loans was extended
from 31 December 2010 to 31 December 2011.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

12 Cash and cash equivalents

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Project accounts 208,672 137,533 14,520 -


Fixed deposits 15,185 6,405 15,185 5
Cash and current accounts 10,698 8,001 1,227 838
234,555 151,939 30,932 843

The Group

The project accounts are maintained in accordance with the rules of the Housing Developers (Control &
Licensing) Act.

A total amount of $196,900,000 (2009 - $112,200,000) from the project accounts of the Group have been
placed in fixed deposits.

The fixed deposits have an average maturity of 16 days (2009 - 11 days) and are repriced within one month
from the end of the financial year with average interest rate at 0.21% (2009 - 0.128%) per annum.

The Company

The project accounts of the Company amounting to $14,000,000 (2009- Nil) have been placed in fixed
deposits.

The fixed deposits have an average maturity of 11 days (2009 - 6 days) and are repriced within one month
from the end of the financial year with average interest rate at 0.11% (2009 - 0.10%) per annum.

13 Share capital

The Group and The Company 2010 2009


$’000 $’000

Issued and fully paid, with no par value


1,590,381,075 (2009: 1,590,381,075) ordinary shares 1,177,185 1,177,185

The holders of ordinary shares are entitled to receive dividends as declared from time to time and
are entitled to one vote per share at shareholders meetings. All shares rank equally with regard to the
Company’s residual assets.
93
At the end of the financial year, the Company has 6,375 (2009 - 6,375) outstanding employee share options
to subscribe for ordinary shares at an exercise price of $0.7451 (2009 - $0.7451) per ordinary share. Details
ANNUAL REPORT
2010

of the Scheme are disclosed in the Directors’ Report. The dilutive effect of these options on the share capital
and earnings per share are not material.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

14 Reserves (non-distributable)

The Group 2010 2009


$’000 $’000

(i) Revaluation reserve


Balance at beginning of year 66,033 69,392
Gain/(deficit) on revaluation of property, plant and equipment 18,457 (4,047)
Deferred tax (liabilities)/assets on revaluation (gain)/deficit (3,138) 688
Balance at end of the year 81,352 66,033

(ii) Currency translation reserve


Balance at beginning of the year 20,635 33,170
Net currency translation differences of financial statements
of foreign subsidiary and associated companies (29,100) (12,395)
Translation difference relating to monetary item forming part of
net investment in a foreign associated company (452) (140)
(29,552) (12,535)
Balance at end of the year (8,917) 20,635
72,435 86,668

15 Non-controlling interests

The Group

Included in non-controlling interests are quasi-equity (net investments) loans of $88,011,000 (2009 -
$111,135,000). These loans, together with interest-bearing loans of $69,828,000 (2009 - $102,505,000)
from non-controlling interests of subsidiary companies, are granted in proportion to their respective
shareholdings.

Loans totalling $30,330,000 (2009 - $62,170,000) are subordinated to the bank borrowings of the subsidiary
companies.

The quasi-equity loans are unsecured and repayments are neither planned nor likely to occur in the
foreseeable future, whilst interest-bearing loans are repayable after one year.

The carrying values of these loans approximate their fair values. The effective interest rate is disclosed in
Note 33.3.

94
ALLGREEN
Properties Limited
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

16 Long-term borrowings

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Amounts repayable later than one year but


not later than two years 190,875 410,200 - 50,000
Amounts repayable later than two years
but not later than five years 160,000 353,778 30,000 -
350,875 763,978 30,000 50,000

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Made up of:
Fixed Rate Notes due 2011, unsecured - 50,000 - 50,000
Fixed Rate Notes due 2011, secured - 150,000 - -
Fixed Rate Notes due 2013, unsecured 30,000 - 30,000 -
Fixed Rate Notes due 2014, secured 130,000 130,000 - -
Bank loans payable in full in 2012
(2009 - 2011 to 2012), secured 190,875 433,978 - -
350,875 763,978 30,000 50,000

The carrying amounts and fair values of non-current borrowings are as follows:

The Group

Carrying Amounts Fair Values


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Fixed Rate Notes 160,000 330,000 164,571 330,450


Bank loans 190,875 433,978 195,769 450,991
350,875 763,978 360,340 781,441

The Company

Carrying Amounts Fair Values


2010 2009 2010 2009
95
$’000 $’000 $’000 $’000
ANNUAL REPORT
2010

Fixed Rate Notes 30,000 50,000 30,331 49,980

The Group and The Company

The fair values above are determined from the cash flow analysis, discounted at market borrowing rates
of an equivalent instrument at the end of the reporting period.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

16 Long-term borrowings (Cont’d)

The Company

The Company has established a $500 million unsecured Medium Term Note Programme (the “Unsecured
Programme”) under which the Company may from time to time issue Notes in series or tranches in
Singapore dollars or any other currency as may be agreed between the relevant dealer(s) of the Unsecured
Programme and the Company. The Notes constitute direct, unconditional, unsecured and unsubordinated
obligations of the Company and rank pari passu and without any preference among themselves and with all
other present and future unsecured and unsubordinated obligations (other than subordinated obligations
as disclosed in Note 15) of the Company. As long as any Notes remain outstanding, the Company cannot
pledge any of its assets or revenue to secure future borrowings, except for security over the development
and investment properties and the resulting revenue whereby such security is created for the sole purpose
of financing that acquisition or development.

Pursuant to the Unsecured Programme, the following Notes were issued (excluding Notes that were repaid
prior to year 2010) by the Company:

Series 9 : $40 million 3-year Fixed Rate Notes issued on 17 October 2007 at a fixed interest rate of
3.25% per annum. These Notes were repaid on 18 October 2010.

Series 16 : $50 million 2-year Fixed Rate Notes issued on 28 December 2009 at a fixed interest rate of
2.60% per annum.

Series 17 : $30 million 3-year Fixed Rate Notes issued on 15 April 2010 at a fixed interest rate of 2.66%
per annum.

Series 18 : $20 million 1-year Fixed Rate Notes issued on 25 October 2010 at a fixed interest rate of
1.3% per annum.

The following financial covenants apply to the above Unsecured Programme:

(i) Consolidated tangible net worth (including issued capital and reserves, but excluding non-
controlling interests) shall not be less than $900 million;

(ii) Ratio of consolidated total outstanding borrowings (including debt issues) to consolidated tangible
net worth (excluding non-controlling interests) shall not exceed 2.25 times; and

(iii) Ratio of consolidated total liabilities (including contingent liabilities) to consolidated tangible net
worth (excluding non-controlling interests) shall not exceed 3.50 times.

The Group

96 In 2001, a subsidiary company established a $500 million secured Medium Term Note Programme (the
“Secured Programme”) under which, the subsidiary company may from time to time issue Notes in series
ALLGREEN
Properties Limited

or tranches in Singapore dollars, or any other currency as may be agreed between the relevant dealer(s)
of the Secured Programme and the subsidiary company. Unless previously purchased and cancelled, the
Notes will be redeemed at their redemption price on their maturity dates.

Pursuant to the Secured Programme, the following Notes were issued (excluding Notes that were repaid
prior to year 2010) by the subsidiary company:
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

16 Long-term borrowings (Cont’d)

The Group (cont’d)

Series 11 : $100 million 5-year Fixed Rate Notes issued on 17 January 2006 at a fixed interest rate of
3.88% per annum.

Series 14 : $30 million 1-year Fixed Rate Notes issued on 2 April 2009 at a fixed interest rate of 3.33%
per annum. These Notes were repaid on 1 April 2010.

Series 15 : $65 million 5-years Fixed Rate Notes issued on 21 May 2009 at a fixed interest rate of 5.10%
per annum.

Series 16 : $65 million 5-years Fixed Rate Notes issued on 1 June 2009 at a fixed interest rate of 5.10%
per annum.

Series 17 : $50 million 2-years Fixed Rate Notes issued on 2 July 2009 at a fixed interest rate of 3.75%
per annum.

The following financial covenants apply to the above Secured Programme:

(i) To maintain a net worth of $500 million; and

(ii) Interest coverage ratio shall not be less than 1.5.

Borrowings and other financial facilities granted to the Group are secured by the following:

(a) a deed of debenture creating fixed and floating charges on certain subsidiary companies’ assets;

(b) a deed of assignment of rental proceeds and all monies standing to the credit of the project accounts,
rental and sales proceeds accounts of certain subsidiary companies;

(c) first legal mortgages on certain subsidiary companies’ investment and development properties and
assignment of all rights, titles and interests on all sale and tenancy agreements, building agreements,
construction contracts, guarantees, performance bonds, insurance policies and any other contracts
in respect of the investment and development properties of certain subsidiary companies; and

(d) corporate guarantees given by the Company and the non-controlling interest shareholders of certain
subsidiary companies.

 orporate guarantees given by the Company to financial institutions for loan facilities utilised by subsidiary
C
companies and associated companies amounted to $287,794,000 (2009 - $491,535,000).
97
ANNUAL REPORT
2010

17 Rental deposits

The Group

Included in rental deposits are amounts totalling $771,000 (2009 - $784,000) received from corporate
shareholders and their subsidiary companies.

The carrying values of rental deposits approximate their fair values.


N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

18 Deferred taxation

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Balance as at beginning of the year 84,578 72,997 7,645 5,350


Transfer (to)/from income statement
(Note 25)
- current year (3,287) 17,527 182 2,592
- change in Singapore tax rate - (4,476) - (297)
(3,287) 13,051 182 2,295
Overprovision in respect of prior year
(Note 25) (2,758) (228) - -
Gain/(deficit) on revaluation of property,
plant and equipment 5,664 (1,242) - -
Balance as at end of the year 84,197 84,578 7,827 7,645

The balance represents tax on the following temporary differences:

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Excess of net book value over tax written


down value of qualifying property, plant
and equipment 15,921 15,823 - -
Income recognition of development
properties 15,837 24,726 - -
Utilisation of tax losses of subsidiary
companies arising from group relief 11,320 10,406 7,827 7,645
Revaluation surplus of hotel property 31,917 26,253 - -
Fair value gain on leasehold investment
property 9,202 7,370 - -
84,197 84,578 7,827 7,645

19 Trade payables

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000
98
Third parties 111,552 51,429 12,145 7,738
ALLGREEN
Properties Limited

Amount due to subsidiary companies - - 316 -


Amount due to companies in which
certain directors have indirect financial
interest 436 31 - -
Amount due to a corporate shareholder 8 36 8 35
Retentions 124 133 - -
112,120 51,629 12,469 7,773

Trade payables generally have average credit term of 30 (2009 - 30) days.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

20 Other payables

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Deposits received 534 384 23 -


Amount payable for purchase of property,
plant and equipment 50 1,057 - -
Advances from an associated company of
a subsidiary company* 22 24 - -
Retentions 125 262 - -
Others 1,490 296 - -
2,221 2,023 23 -

* These advances are unsecured, interest-free and repayable on demand.

21 Advances from subsidiary companies

2010 2009
The Company $’000 $’000

Interest free 40,277 47,432


Interest bearing 237,194 288,207
277,471 335,639

Advances from subsidiary companies are unsecured and repayable on demand. Interest bearing advances
bear interest at average rate of 4.13% (2009 - 2.99%) per annum.

The carrying values approximate the fair values of these advances.

22 Borrowings

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Bank borrowings - secured 68,955 100,000 - -


- unsecured 112,323 105,115 112,323 105,115
Fixed Rate Notes
- secured 150,000 30,000 - -
99
- unsecured 70,000 40,000 70,000 40,000
Interest payable
ANNUAL REPORT
2010

- secured 3,901 4,840 - -


- unsecured 386 389 386 389
405,565 280,344 182,709 145,504

Details of Fixed Rate Notes and the securities for borrowings are stated in Note 16.

The carrying amounts of current borrowings approximate their fair values.


N o t e s to t h e f i n a n c i a l s tat e m e n t s
Financial statements for the year ended 31 December 2010

23 Other income and other expenses

2010 2009
The Group $’000 $’000

(a) Other income

Recovery income - electricity 6,090 5,638


Interest income 398 347
Advertising and promotion collections 943 887
Guest service revenue 325 362
Foreign exchange gain 4,654 549
Fair value changes in derivative forward exchange contracts 3,916 -
Forfeiture income 978 280
Government grant - Jobs Credit Scheme 86 517
Others 2,244 2,030
19,634 10,610

The Jobs Credit Scheme is a cash grant introduced in the Singapore Budget 2009 to help businesses
preserve jobs in the economic downturn. The jobs credit were paid to eligible employers in 2009
and 2010 in four and two payments respectively and the amount an employer can receive would
depend on the fulfilment of the conditions as stated in the scheme.

(b) Other expenses

Depreciation of property, plant and equipment (Note 4) 8,961 9,575


Utilities 6,019 5,560
Foreign exchange loss 2,353 806
Tenancy works 898 222
Provision for diminution in value of development properties
(Note 9) 8,507 -
Incidental expenses 1,483 1,257
28,221 17,420

100
ALLGREEN
Properties Limited
N o t e s to t h e f i n a n c i a l s tat e m e n t s
Financial statements for the year ended 31 December 2010

24 Profit before taxation

2010 2009
The Group Note $’000 $’000

This is arrived at after charging:

Non-audit fees paid to auditors of the Company* 93 92


Cost of development properties included in cost of sales 439,838 348,647
Directors’ remuneration and fees
- salaries, bonus and fees 7,694 5,391
- Central Provident Fund contributions 17 13
7,711 5,404
Interest expense
- bank loans 2,503 3,024
- fixed, hybrid and variable rate notes 14,284 12,399
- non-controlling shareholders 385 589
17,172 16,012

Loss in foreign exchange (net) - 257


Loss on disposal of property, plant and equipment 2 1,683
Loss on liquidation of associated companies 24 -
Depreciation of property, plant and equipment 4 8,961 9,575
Fair value loss of investment properties 5 - 6,091
Staff costs (excluding directors’ remuneration and fees)
- salaries, bonus and other benefits 24,678 21,685
- Central Provident Fund contributions 1,688 1,630
26,366 23,315

Provision for diminution in value of development properties 9 8,507 -


Provision for impairment of trade receivables 33.1(iii) 9,284 324

and crediting:

Contingent rents from operating leases 1,228 1,212


Fair value gain of investment properties 5 71,808 -
Gain in foreign exchange (net) 2,301 -
Interest income
- financial institutions 208 205
- others 190 142
398 347 101
Write back of provision for diminution in value of
ANNUAL REPORT
2010

development properties 9 59,983 66,318


Write back of provision for impairment of trade receivables 33.1(iii) 34 119

* relates to tax compliance works


N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

25 Taxation

2010 2009
The Group $’000 $’000

Current taxation 67,443 16,837


Utilisation of deferred tax assets on temporary differences
not recognised in prior years (920) (1,657)
Deferred taxation (Note 18) (3,287) 13,051
Income tax expense 63,236 28,231
Over provision in respect of prior years
- current taxation (483) (1,952)
- deferred taxation (Note 18) (2,758) (228)
59,995 26,051

The tax expense on the results of the financial year varies from the amount of income tax determined by
applying the Singapore statutory rate of income tax on Group’s profits as a result of the following:

2010 2009
The Group $’000 $’000

Profit before taxation 433,292 225,035


Share of results of associated companies, net of tax 5,545 1,627
438,837 226,662

Tax at statutory rate of 17% (2009 - 17%) 74,602 38,533


Change of tax rate from Nil (2009 - 18% to 17%) - (4,476)
Tax effect on non-deductible expenses 12,638 6,283
Tax effect on non-taxable income (29,089) (13,385)
Singapore statutory stepped income exemption (173) (185)
Utilisation of deferred tax assets on temporary
differences not recognised in prior years (920) (1,657)
Deferred tax assets on temporary differences not recognised 6,178 3,118
63,236 28,231

The Group has unutilised tax losses amounting to approximately $81,781,000 (2009 - $85,788,000) which
are subject to agreement with the Tax Authorities. These unutilised tax losses can be carried forward
for offsetting against future taxable profits of these subsidiary companies provided that the provisions of
Section 37 of the Singapore Income Tax Act, Cap. 134 are complied with. No credit has been taken for the
deferred tax benefits of approximately $13,903,000 (2009 - $14,584,000).

102
ALLGREEN
Properties Limited
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

26 Earnings per share

(a) The calculation of basic earnings per share is based on the following:

The Group 2010 2009

Profit attributable to shareholders of the Company ($’000)


- before fair value gain/(loss) of investment properties 226,318 173,644
- after fair value gain/(loss) of investment properties 290,654 162,741

Weighted average number of shares (‘000) 1,590,381 1,590,381

(b) The diluted earnings per share is not calculated as the outstanding number of unissued shares under
option is only 6,375 and therefore the dilution on earnings per share is minimal.

27 Dividends

2010 2009
The Group and The Company $’000 $’000

Ordinary dividends paid


First and final tax exempt (one-tier) dividend, paid in respect of the previous
financial year of 4 cents (2009 - 2 cents) per share 63,615 31,807

After the end of the reporting period, the directors proposed a first and final tax exempt (one-tier)
dividend of 5 cents per ordinary share. Based on the share capital as at 31 December 2010, the proposed
final dividend is estimated at $79,519,000 which will be subject to the approval of shareholders at the
next Annual General Meeting of the Company. The actual amount can only be determined on the book
closure date.

The financial statements do not reflect these dividends payable, which will be accounted for as a reduction in
equity as a distribution of retained profits in the financial year the shareholders approve the dividends.

103
ANNUAL REPORT
2010
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

28 Commitments

(a) Capital commitments approved by directors but not contracted for are as follows:

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Renovation works 290 196 - -

(b) Capital commitments contracted but not provided for in the financial statements are as follows:

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

(i) Development expenditure 447,832 486,554 79,075 9,537

(ii) Uncalled capital


contributions in joint
ventures in:
The PRC
- Tianjin 60,766 - - -
- Chengdu - 2,133 - -
- Tangshan 9,935 5,342 - -

Vietnam
- Ho Chi Minh City 13,839 73,293 - -
84,540 80,768 - -

(c) Operating lease commitments

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

Not later than one year 65,574 68,063 - -


Later than one year but not later
than five years 49,776 58,385 - -
Later than five years 13,611 1,167 - -

The leases on the Group’s investment properties on which rentals are received are mainly on
a three-year term with options to renew at market rates.
104
The Group The Company
ALLGREEN
Properties Limited

2010 2009 2010 2009


$’000 $’000 $’000 $’000

(d) Indemnities given to financial


institutions for performance
guarantees granted 81,411 78,592 81,411 78,592
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

29 Contingent liabilities (unsecured)

The Group

In 2010, two subsidiaries of the Group received legal claims from the Management Corporation Strata
Title Plan of two developments totalling approximately $2.1 million plus costs, for defect rectifications
to be borne by the respective subsidiaries.  The subsidiaries are disputing the claims on the basis that the
claims were made after the defect liability period.  The legal case is currently still in progress.  Based on the
advice from the external lawyers, the directors are of the opinion that the provision made in the financial
statements amounting to $890,000 is adequate. 

The Company

The Company has given letters of financial support in proportion to its shareholdings for certain subsidiary
companies to continue to operate as going concern and to meet their respective obligations as and when
they fall due.

30 Significant related party transactions



Other than the related party information disclosed elsewhere in the financial statements, the following are
significant transactions with related parties at negotiated rates:

The Group The Company


2010 2009 2010 2009
$’000 $’000 $’000 $’000

With subsidiary companies

Accounting and secretarial fee received - - 899 984


Management fee received - - 552 552
Project management fee received - - 2,428 2,428
Interest income - - 5,177 7,314
Interest expense - - 9,121 5,674
Office rental and related charges - - 609 584
Marketing and administration fees paid - - 2,045 -

With corporate shareholders and their


subsidiary and associated companies

Lease rental received 4,762 4,179 - -


Treasury services paid 300 300 300 300
105
With associated company
ANNUAL REPORT
2010

Laundry services paid 1,568 1,388 - -

With companies in which certain directors


have indirect financial interest

Hotel management fees and royalties


paid 2,087 1,483 - -
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

30 Significant related party transactions (Cont’d)



The Group The Company
2010 2009 2010 2009
$’000 $’000 $’000 $’000

*With key management personnel


(including executive directors)

Salaries, directors’ fees and other


short-term employee benefits 12,496 9,781 10,337 7,879
CPF 191 175 91 76
Total short-term benefits 12,687 9,956 10,428 7,955

With a director of the Company

Sale of a residential unit - 2,913 - -

* Key management personnel are those persons who have the authority and responsibility for
planning, directing and controlling the activities of the Group.

31 Subsidiary and associated companies

(a) The subsidiary companies of Allgreen Properties Limited are as follows:

Country of
incorporation/ Effective
principal place percentage
Name of business of equity held Principal activities
2010 2009
% %

Allgreen Properties (Chengdu) Singapore 100 100 Investment holding


Pte. Ltd.

Allgreen Properties Singapore 100 100 Investment holding


(Qinhuangdao) Pte. Ltd.

Allgreen Properties Singapore 100 100 Investment holding


(Shanghai) Pte. Ltd.
106
Allgreen Properties (Shenyang) Singapore 100 100 Investment holding
ALLGREEN
Properties Limited

Pte. Ltd.

Allgreen Properties (Tianjin) Singapore 100 100 Investment holding


Pte. Ltd.

Allgreen Properties Singapore 100 100 Investment holding


(Vietnam) Pte. Ltd.
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

31 Subsidiary and associated companies (Cont’d)

(a) The subsidiary companies of Allgreen Properties Limited are as follows: (cont’d)

Country of
incorporation/ Effective
principal place percentage
Name of business of equity held Principal activities
2010 2009
% %

Arcadia Development Pte. Ltd. Singapore 90 90 Property developer


and owner

Asiawide Resources Pte Ltd Singapore 92 92 Property developer


and owner

Beatty Holdings Pte Ltd # Singapore - 80 Property developer


and owner

Bedok Properties Pte Ltd # Singapore - 85 Property developer


and owner

Belfin Investments Pte Ltd Singapore 100 100 Investment holding

Benefit Investments Pte Ltd *** Singapore 100 100 Dormant

Binjai Crest Pte Ltd Singapore 80 80 Property developer


and owner

Boonridge Pte Ltd Singapore 65 65 Property developer


and owner

Bukit Batok Singapore 90 90 Property developer


Development Pte Ltd and owner

Cairnhill Green Pte Ltd Singapore 100 100 Property developer


and owner

Cuscaden Properties Singapore 55.4 55.4 Owner and operator


Pte Ltd of a hotel cum shopping 107
complex
ANNUAL REPORT
2010

Devonshire Peak Pte Ltd Singapore 70 70 Property developer


and owner

Eastwood Green Pte Ltd Singapore 100 100 Property developer


and owner
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

31 Subsidiary and associated companies (Cont’d)

(a) The subsidiary companies of Allgreen Properties Limited are as follows: (cont’d)

Country of
incorporation/ Effective
principal place percentage
Name of business of equity held Principal activities
2010 2009
% %

Green Bay Pte Ltd Singapore 100 100 Property developer


and owner

Holland Village Singapore 100 100 Property developer


Development Pte Ltd and owner

Jeston Investments Pte Ltd Singapore 100 100 Investment holding

Leo Property Singapore 100 100 Project and property


Management management, and estate
Private Limited agent

Midpoint Properties Singapore 100 100 Property developer and


Limited owner and operator of
a mixed development
comprising serviced
apartments, offices and
shops

Ong Lye Development Singapore 75 75 Property developer


Pte Ltd ## and owner

Perfect Bright Pte Ltd.*** Singapore 100 100 Dormant

Petals Development Pte Ltd Singapore 100 100 Investment holding

Rufiji Pte Ltd Singapore 100 100 Property developer


and owner

108 Tanglin Place Singapore 55.4 55.4 Owner and operator


Development Pte Ltd (1) of an office cum
shopping complex
ALLGREEN
Properties Limited

Thomson Peak Pte Ltd Singapore 80 80 Property developer


and owner

Thomson Vale Pte Ltd # Singapore - 100 Property developer


N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

31 Subsidiary and associated companies (Cont’d)

(a) The subsidiary companies of Allgreen Properties Limited are as follows: (cont’d)

Country of
incorporation/ Effective
principal place percentage
Name of business of equity held Principal activities
2010 2009
% %

ValleyPoint Investments Singapore 100 100 Dormant


Pte. Ltd.***

Woodleigh Gardens Singapore 100 100 Property developer


Pte Ltd and owner

Wyndham Construction Singapore 100 100 General construction


(Pte) Ltd and interior works, and
trading in building
materials

Wyndham Supplies Singapore 100 100 Trading in building


Pte Ltd materials

Yishun Residency Pte Ltd Singapore 85 85 Property developer and


owner

Golden Age Joint-Venture Vietnam 65 65 Property developer


Ltd Co.(2) * and owner

Allgreen Properties Management Vietnam 100 100 Real Estate Management


Services Co., Ltd (2) * and consultancy services

Allgreen-Vuong Thanh Vietnam 98 98 Real Estate Management


Company Limited (2) * and consultancy services

Allgreen-Vuong Thanh Vietnam 98 98 Property developer


Properties Company Limited (2) * and owner

Allgreen-Vuong Thanh-Trung Vietnam 88.2 88.2 Property developer 109


Duong Co., Ltd (3) * and owner
ANNUAL REPORT
2010
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

31 Subsidiary and associated companies (Cont’d)

(b) The associated companies of Allgreen Properties Limited are as follows:

Country of
incorporation/ Effective
principal place percentage
Name of business of equity held Principal activities
2010 2009
% %

Central Laundry Singapore 13.8 13.8 Provision of laundry


Pte Ltd (4)** services

Hengyun Real Estate China 25 25 Property developer of a


(Tangshan) Co., Ltd (5)** mainly residential
apartments development

Kerry Development China 25 25 Property developer of a


(Chengdu) Ltd. (6) ** mainly residential
apartments development

Kerry (Shenyang) Real Estate China 30 30 Property developer and


Development Co., Ltd. (7) ** owner and operator of a
mixed development
comprising hotel, offices,
residences, retail and
ancillary facilities

Lucky Billion Development China 10 10 Property developer of a


(Qinhuangdao) Co., Ltd. (8)** @ mainly residential complex

Million Palace Development China 25 25 Property developer of a


(Chengdu) Co., Ltd (6) ** mainly residential
apartments development

Ruihe Estate (Tangshan) China 25 25 Property developer of a


Co., Ltd (5) ** mainly hotel development

Shanghai Pudong Kerry China 16 16 Property developer and


110 City Properties Co., Ltd. (9) ** @ owner and operator of a
mixed development
ALLGREEN
Properties Limited

comprising offices,
serviced apartments,
retail and hotel

Sky Fair Development China 10 10 Property developer of a


(Qinhuangdao) Co., Ltd. (8) ** @ mainly residential complex
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

31 Subsidiary and associated companies (Cont’d)

(b) The associated companies of Allgreen Properties Limited are as follows: (cont’d)

Country of
incorporation/ Effective
principal place percentage
Name of business of equity held Principal activities
2010 2009
% %

Tianjin Kerry Real Estate China 31 31 Property developer and


Development Co., Ltd (10) ** owner and operator of a
mixed development
comprising residential,
offices, serviced apartments,
retail and hotel

Wealthy Plaza Development China 25 25 Property developer of a


(Chengdu) Ltd. (6) ** mainly residential
apartments development

Wyndham Asia Myanmar 43 43 Trading in building


Co. Ltd (11)** materials

Wyndham Sdn. Bhd. (11)**# Malaysia - 33.37 Importer and


distributor of sawn
timber and floor board

* Audited by KPMG Limited, Vietnam

** Associated companies audited by auditors other than Foo Kon Tan Grant Thornton LLP

*** Exempted from audit under Section 205B of the Act

@ Deemed to be associated companies as the Group has significant influence over the financial and
operating policies of these entities

# Wound up in 2010

## In members’ voluntary liquidation


111
(1) Subsidiary company of Cuscaden Properties Pte Ltd
ANNUAL REPORT
2010

(2) Subsidiary company of Allgreen Properties (Vietnam) Pte. Ltd.

(3) Subsidiary company of Allgreen-Vuong Thanh Company Limited

(4) Associated company of Cuscaden Properties Pte Ltd

(5) Associated companies of Jeston Investments Pte Ltd


N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

31 Subsidiary and associated companies (Cont’d)

(6) Associated companies of Allgreen Properties (Chengdu) Pte. Ltd.

(7) Associated company of Allgreen Properties (Shenyang) Pte. Ltd.

(8) Associated companies of Allgreen Properties (Qinhuangdao) Pte. Ltd.

(9) Associated company of Allgreen Properties (Shanghai) Pte. Ltd.

(10) Associated company of Allgreen Properties (Tianjin) Pte. Ltd.

(11) Associated companies of Wyndham Construction (Pte) Ltd

All companies operate in their respective country of incorporation.

32 Statement of operations by segments

Segment information is provided as follows:

By business Principal activities

Development properties Development of properties for sale

Investment properties Long-term holding of properties for capital appreciation, rental and
related income

Hotel Owner and operator of a hotel

Others Project and property management, estate agent, general construction


and interior works, supply of building and construction materials

Segment accounting policies are the same as the policies included in “Summary of significant accounting
policies”. The Group generally accounts for inter-segment sales and transfers as if the sales or transfers
were to third parties at current market prices.

Unallocated items comprise mainly, corporate borrowings, head office expenses, and income tax assets
and liabilities.

112
ALLGREEN
Properties Limited
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

32 Statement of operations by segments (Cont’d)

(a) By business

Development Investment
properties properties Hotel Others The Group
2010 2009 2010 2009 2010 2009 2010 2009 2010 2009
REVENUE $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000

Total revenue 710,205 468,494 118,563 110,520 54,647 41,910 16,921 14,767 900,336 635,691
Inter-segment sales - - (825) (782) - - (15,687) (14,133) (16,512) (14,915)
External sales 710,205 468,494 117,738 109,738 54,647 41,910 1,234 634 883,824 620,776

PROFIT
Segment results 281,531 163,827 88,131 89,598 17,347 9,710 12,179 (2,345) 399,188 260,790

Unallocated corporate
expenses (15,385) (12,372)
Operating profit 383,803 248,418
Interest income 288 232 108 112 2 3 - - 398 347
Interest expense (3,662) (3,354) (13,301) (12,298) (209) (360) - - (17,172) (16,012)
Share of results of
associated companies (2,644) (305) (3,074) (1,556) - - 173 234 (5,545) (1,627)
Profit before fair value
gain/(loss) of
investment properties 275,513 160,400 71,864 75,855 17,140 9,354 (3,033) (14,483) 361,484 231,126
Fair value gain/(loss) of
investment properties - - 71,808 (6,091) - - - - 71,808 (6,091)
Profit before taxation 275,513 160,400 143,672 69,764 17,140 9,354 (3,033) (14,483) 433,292 225,035
Taxation (39,191) (14,117) (14,237) (13,394) (5,692) (805) (875) 2,265 (59,995) (26,051)
Profit after taxation but
before non-
controlling interests 236,322 146,283 129,435 56,370 11,448 8,549 (3,908) (12,218) 373,297 198,984
Non-controlling
interests (66,891) (23,838) (10,685) (8,693) (4,990) (3,608) (77) (104) (82,643) (36,243)
Profit attributable to
shareholders 169,431 122,445 118,750 47,677 6,458 4,941 (3,985) (12,322) 290,654 162,741

OTHER INFORMATION
Segment assets 1,459,337 1,483,232 1,765,612 1,682,991 326,525 309,079 1,897 1,854 3,553,371 3,477,156
Associated companies 194,608 200,879 302,513 302,704 - - 1,511 1,488 498,632 505,071
Consolidated total assets 1,653,945 1,684,111 2,068,125 1,985,695 326,525 309,079 3,408 3,342 4,052,003 3,982,227

Segment liabilities 344,435 520,993 385,639 497,456 16,406 6,028 3,940 2,722 750,420 1,027,199
Unallocated corporate
liabilities (i) - - - - - - - - 363,933 301,655
Consolidated total 113
liabilities 344,435 520,993 385,639 497,456 16,406 6,028 3,940 2,722 1,114,353 1,328,854
ANNUAL REPORT
2010

Capital expenditure 8 2 2,503 9,862 457 147 365 77 3,333 10,088


Depreciation 10 10 1,809 3,562 6,979 5,829 163 174 8,961 9,575
Non-cash expenses
other than
depreciation 8,507 - - 7,771 - 3 - - 8,507 7,774
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

32 Statement of operations by segments (Cont’d)

(i) Unallocated corporate liabilities 2010 2009


$’000 $’000

Deferred taxation 84,197 84,578


Current tax payables 67,027 21,573
Borrowings 212,709 195,504
363,933 301,655

33 Financial risk management

The Group is exposed to credit risk, foreign currency risk, interest rate risk, liquidity risk and other
market risks arising in the normal course of business. The management continually monitors the Group’s
risk management process to ensure the appropriate balance between risk and control is achieved. Risk
management policies and systems are reviewed regularly to reflect changes in market conditions and the
Group’s activities.

33.1 Credit risk

Credit risk is the risk of a financial loss that may arise on outstanding financial instruments should a
counter-party default on its obligation.

For trade and other receivables, the Group’s policy is to deal with creditworthy counterparties and/or
obtaining sufficient rental deposits or bankers’ guarantees, where appropriate, to mitigate credit risk. In
addition, these receivables are monitored closely on an ongoing basis. The Group is not exposed to any
significant concentration of credit risk.

Cash and fixed deposits are placed with financial institutions which are regulated and reputable.

The maximum exposure to credit risk is represented by the carrying amount of each class of financial assets
in the statement of financial position, except as follows:

The Company
2010 2009
$’000 $’000

Corporate guarantees provided to financial institutions


on subsidiary and associated companies’ utilised credit facilities 365,805 566,727

(i) Financial assets that are neither past due nor impaired
114
Trade receivables that are neither past due nor impaired are substantially counterparties with good
payment records with the Group.
ALLGREEN
Properties Limited
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

33 Financial risk management (Cont’d)

33.1 Credit risk (cont’d)

(ii) Financial assets that are past due but not impaired

The ageing analysis of trade receivables past due but not impaired is as follows:

2010 2009
The Group $’000 $’000

Trade receivables past due:


One month or less 3,768 7,152
More than one but less than two months 340 116
More than two but less than three months 44 95
More than three months 517 639

Trade receivables which are more than three months past due relate mainly to receivables from construction
activities which usually take a longer period before repayment are made.

The Company

There are no trade receivables past due.

(iii) Financial assets that are past due and impaired

The carrying amount of trade and other receivables individually determined to be impaired and
the movement in the related allowance for impairment are as follows:

2010 2009
The Group $’000 $’000

Gross amount 16,764 512


Provision for impairment (9,762) (512)
7,002 -

Movement in provision for impairment:


At beginning of the year 512 307
Current year provision (Note 24) 9,284 324
Provision written back (Note 24) (34) (119)
At end of the year 9,762 512
115
33.2 Foreign currency risk
ANNUAL REPORT
2010

Currency risk arises on financial instruments that are denominated in a currency other than the functional
currency in which they are measured.

The Group is exposed to foreign currency risk on cash and cash equivalents and receivables denominated
in currencies other than Singapore dollars.
N o t e s to t h e f i n a n c i a l s tat e m e n t s
Financial statements for the year ended 31 December 2010

33 Financial risk management (Cont’d)

33.2 Foreign currency risk (cont’d)

The Group is also exposed to currency translation risk arising from its net investments in foreign operations
in the PRC and Vietnam. The Group’s net investments in the PRC and Vietnam is not hedged as currency
positions in RMB and USD are considered long term in nature.

The carrying amounts of foreign currency denominated monetary assets at end of the reporting period
are as follows:

2010 2009
Denominated in: US$ HK$ Total US$ HK$ Total
$ equivalent $’000 $’000 $’000 $’000 $’000 $’000

The Group

Cash and cash equivalents 180 - 180 215 - 215


Other receivables 16,249 49 16,298 17,740 53 17,793
16,429 49 16,478 17,955 53 18,008

For illustrative purposes, the following table demonstrates the sensitivity to a reasonable possible change
in the US$ and HK$, RMB and VND (against $), with all other variables held constant, of the Group’s
profit before tax and equity:

2010 2009
Profit before Profit before
taxation Equity taxation Equity
The Group $’000 $’000 $’000 $’000

US$
- strengthened by 5% (2009 - 5%) 359 359 898 898
- weakened by 5% (2009 - 5%) (359) (359) (898) (898)

HK$
- strengthened by 5% (2009 - 5%) 2 2 3 3
- weakened by 5% (2009 - 5%) (2) (2) (3) (3)

RMB
- strengthened by 5% (2009 - 5%) - 23,469 - 23,416
- weakened by 5% (2009 - 5%) - (23,469) - (23,416)
116
VND
ALLGREEN
Properties Limited

- strengthened by 5% (2009 - 5%) - 793 - 709


- weakened by 5% (2009 - 5%) - (793) - (709)

The Company has minimal exposure to foreign currency risks as there are no assets, liabilities or
transactions in foreign currency except for petty cash balances.
N o t e s to t h e f i n a n c i a l s tat e m e n t s
Financial statements for the year ended 31 December 2010

33 Financial risk management (Cont’d)

33.3 Interest rate risk

Interest rate risk is the risk that the fair value of a financial instrument will fluctuate due to changes in
market interest rates.

The Group’s policy is to minimize interest rate risk exposures while obtaining sufficient funds for business
expansion and working capital needs. To achieve this, the Group regularly assesses and monitors its cash
with reference to its business plans and day-to-day operations.

The Group’s exposure to interest rate risk arises primarily from its interest-bearing deposits and borrowings
from financial institutions.

The Group manages its interest cost by using a mix of fixed and variable rate borrowings, and medium
term notes.

In respect of interest-bearing financial assets and financial liabilities, the following table indicates their
effective interest rates at end of the reporting period and the periods in which they reprice or mature,
whichever is earlier:

The Group

Effective Less than 1 to 5


2010 Note interest rate Total 1 year years
% $’000 $’000 $’000

Financial assets
Fixed deposits 12 0.21 212,085 212,085 -

Financial liabilities
Loans from non-controlling interests
of subsidiary companies 15 1.54 69,828 69,828 -

Secured borrowings
- Fixed Rate Notes 16 & 22 4.42 280,000 150,000 130,000
- Bank loans
- Non-current 16 1.10 190,875 190,875 -
- Current 22 1.06 68,955 68,955 -

Unsecured borrowings
- Fixed Rate Notes 16 & 22 2.36 100,000 70,000 30,000
- Bank loans
117
- Current 22 1.92 112,323 112,323 -
ANNUAL REPORT
2010

821,981 661,981 160,000


N o t e s to t h e f i n a n c i a l s tat e m e n t s
Financial statements for the year ended 31 December 2010

33 Financial risk management (Cont’d)

33.3 Interest rate risk (cont’d)

The Group (cont’d)

Effective Less than 1 to 5


2009 Note interest rate Total 1 year years
% $’000 $’000 $’000

Financial assets
Fixed deposits 12 0.13 118,605 118,605 -

Financial liabilities
Loans from non-controlling interests
of subsidiary companies 15 1.77 102,505 102,505 -

Secured borrowings
- Fixed Rate Notes 16 & 22 4.32 310,000 30,000 280,000
- Bank loans
- Non-current 16 1.48 433,978 433,978 -
- Current 22 0.9 100,000 100,000 -

Unsecured borrowings
- Fixed Rate Notes 16 & 22 2.89 90,000 40,000 50,000
- Bank loans
- Current 22 1.79 105,115 105,115 -
1,141,598 811,598 330,000

The Company

Effective Less than 1 to 5


2010 Note interest rate Total 1 year years
% $’000 $’000 $’000

Financial assets
Loans to subsidiary companies 6 1.86 270,839 270,839 -
Fixed deposits 12 0.11 29,185 29,185 -
300,024 300,024 -

Financial liabilities
118 Advances from subsidiary companies 21 4.13 237,194 237,194 -
Unsecured borrowings
ALLGREEN
Properties Limited

- Fixed Rate Notes 16 & 22 2.36 100,000 70,000 30,000


- Bank loans
- Current 22 1.92 112,323 112,323 -
449,517 419,517 30,000
N o t e s to t h e f i n a n c i a l s tat e m e n t s
Financial statements for the year ended 31 December 2010

33 Financial risk management (Cont’d)

33.3 Interest rate risk (cont’d)

The Company (cont’d)

Effective Less than 1 to 5


2009 Note interest rate Total 1 year years
% $’000 $’000 $’000

Financial assets
Loans to subsidiary companies 6 1.88 287,504 287,504 -
Fixed deposits 12 0.10 5 5 -
287,509 287,509 -

Financial liabilities
Advances from subsidiary companies 21 2.99 288,207 288,207 -
Unsecured borrowings
- Fixed Rate Notes 16 & 22 1.79 90,000 40,000 50,000
- Bank loans
- Current 22 1.79 105,115 105,115 -
483,322 433,322 50,000

For illustrative purpose, the sensitivity analysis performed below is based on the exposure to interest rates
for financial instruments at the end of the reporting period and the stipulated change taking place at the
beginning of the financial year with all other variables held constant throughout the financial year ended
31 December 2010.

2010 2009
Profit before Profit before
taxation Equity taxation Equity
The Group $’000 $’000 $’000 $’000

Interest rate
- decreased by 0.5% per annum 49 49 1,508 1,508
- increased by 0.5% per annum (34) (34) (1,246) (1,246)

2010 2009
Profit before Profit before
taxation Equity taxation Equity
The Company $’000 $’000 $’000 $’000
119
Interest rate
ANNUAL REPORT
2010

- decreased by 0.5% per annum (54) (54) 370 370


- increased by 0.5% per annum 54 54 (368) (368)
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

33 Financial risk management (Cont’d)

33.4 Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting financial obligations due to
shortage of funds.

The Group monitors its liquidity needs by closely monitoring scheduled debt servicing payments for
financial liabilities and its cash outflows due to day-to-day operations, as well as ensuring the availability
of funding through an adequate amount of credit facilities, both committed and uncommitted.

The Group also monitors its gearing closely. Details of its gearing are set out in Note 34.

The table below summarises the maturity profile of the Group’s and the Company’s financial liabilities at
the end of the reporting period based on contractual undiscounted payments:

The Group 2010 2009


Less than 1 to 5 Less than 1 to 5
1 year years 1 year years
$’000 $’000 $’000 $’000

Trade and other payables 114,341 - 53,652 -


Advances, loans and borrowings 405,565 420,703 280,344 866,483
519,906 420,703 333,996 866,483

The Company 2010 2009


Less than 1 to 5 Less than 1 to 5
1 year years 1 year years
$’000 $’000 $’000 $’000

Trade and other payables 12,492 - 7,773 -


Advances, loans and borrowings 460,180 30,000 481,143 50,000
472,672 30,000 488,916 50,000

33.5 Project development risk

Construction delays can result in a loss of revenue. The failure to complete construction of a project
according to its planned specifications or schedule may result in liabilities, reduce project efficiency and
lower returns. The Group manages this risk by closely monitoring the progress of all projects through all
the stages of construction.

120
ALLGREEN
Properties Limited
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

34 Capital management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going
concern and to maintain an optimal capital structure so as to maximise shareholder value. In order to
maintain or achieve an optimal capital structure, the Group may issue new shares, adjust the amount of
dividend payment, obtain new borrowings or sell assets to reduce borrowings.

The Group monitors capital using a gearing ratio, which is net debt divided by total equity. The Group’s
current strategy is to maintain the gearing ratio below 1.2 times.

2010 2009
The Group $’000 $’000

Borrowings 756,440 1,044,322


Less: Cash and cash equivalents 234,555 151,939
521,885 892,383

Total equity 2,937,650 2,653,373

Gearing 0.18 times 0.34 times

The Group and the Company have complied with the financial ratios imposed by the banks.

35 Financial instruments

Fair values

Other than as disclosed elsewhere in the financial statements, the carrying amounts of the financial assets
and financial liabilities as reflected in the statements of financial position approximate their fair values.

Fair value measurements recognised in the statement of financial position

The following table presents financial assets and liabilities measured at fair value in the statement of
financial position in accordance with the fair value hierarchy. The hierarchy groups financial assets and
liabilities into three levels based on the relative reliability of significant inputs used in measuring the fair
value of these financial assets and liabilities. The fair value hierarchy has the following levels:

• Level 1: quoted prices (unadjusted) in active markets for identical assets and liabilities;

•  evel 2: inputs other than quoted prices included within Level 1 that are observable for the asset or
L
liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
121
•  evel 3: inputs for the asset or liability that are not based on observable market data (unobservable
L
inputs).
ANNUAL REPORT
2010
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

35 Financial instruments (Cont’d)

Fair values (cont’d)

The financial assets at fair value in the statement of financial position are grouped into fair value hierarchy
as follows:

Level 1 Level 2 Level 3 Total


The Company and The Group $’000 $’000 $’000 $’000

As 31 December 2010

Derivative financial asset - 3,916 - 3,916

Derivative foreign exchange contracts

The fair value of forward exchange contracts is based on their listed market price, if applicable. If a
listed market price is not available, then fair value is estimated by discounting the difference between the
contractual forward price and the current forward price for the residual maturity of the contract.

36 New or revised accounting standards and interpretations not yet


effective

At the date of authorisation of these financial statements, the following FRS and INT FRS were issued but
not yet effective:

Effective date
(annual periods
beginning on
Reference Description or after)

FRS 24 (revised) Related Party Disclosure 01.01.2011


Amendments to FRS 32 Classification of Rights Issues 01.02.2010
Amendments to FRS 101 Limited Exemption from Comparative 01.07.2010
FRS 107 Disclosure for First-time Adopters
Amendments to INT FRS 114 Prepayments of a Minimum Funding Requirement 01.01.2011
INT FRS 115 Agreements for Construction of Real Estate 01.01.2011
INT FRS 119 Extinguishing Financial Liabilities with Equity 01.07.2010
Instruments
Improvements to FRSs 2010 01.07.2010/
01.01.2011
122
ALLGREEN
Properties Limited
N o tes t o t h e financial statements
Financial statements for the year ended 31 December 2010

36 New or revised accounting standards and interpretations not yet


effective (Cont’d)

The Group’s assessment of the impact of adopting those standards, amendments and interpretations that
are relevant to the Group is set out below:

FRS 24 (revised) Related Party Disclosures

The amendment removes the requirement for government-related entities to disclose details of all
transactions with the government and other government-related entities. It also clarifies and simplifies
the definition of a related party. However, the revised definition of a related party will also mean that some
entities will have more related parties and will be required to make additional disclosures.

Management is currently considering the revised definition to determine whether any additional disclosures
will be required. As this is a disclosure standard, it will have no impact on the financial position or financial
performance of the Group when implemented in 2011.

Amendment to INT FRS 115 Agreements for Construction of Real Estate

INT FRS 115 provides guidance on the accounting for agreements for the construction of real estate with
regard to the accounting standard to be applied (FRS 11 Construction Contracts or FRS 18 Revenue) and
the timing of revenue recognition. Revenue arising from agreements for the construction of real estate
is recognised by reference to the stage of completion of the contract activity if the agreements meet the
definition of construction contracts in accordance with FRS 11 or the revenue recognition criteria of FRS
18 is met continuously as construction progresses.

Management is currently considering the criteria set out in FRS 11 to assess if there is any impact arising
from the revenue recognition of the overseas construction contracts. However, management does not
anticipate that the adoption of the new or amended INT FRS will result in any material impact to the
financial statements when implemented in 2011.

Improvements to FRSs 2010

Improvements to FRSs 2010 will become effective for the Group’s financial statements for the year ending
31 December 2011. These improvements contain amendments to various accounting standards that result
in accounting changes for presentation, recognition or measurement purposes and terminology or editorial
amendments. The Group is in the process of assessing the impact of these amendments.

123
ANNUAL REPORT
2010
S T A T I S T I C S O F S H A R E HO L D I N G S
As at 10 March 2011

Distribution of Shareholdings

No. of
Size of Shareholdings Shareholders % No. of Shares %

1 - 999 329 1.87 134,671 0.01


1,000 - 10,000 13,413 76.22 60,312,918 3.79
10,001 - 1,000,000 3,813 21.67 159,618,774 10.04
1,000,001 and above 43 0.24 1,370,314,712 86.16

Total : 17,598 100.00 1,590,381,075 100.00

Twenty Largest Shareholders

No. Name No. of Shares %

1 Kuok (S'pore) Ltd 542,310,066 34.10


2 Jaytech Limited 232,356,662 14.61
3 Citibank Nominees S'pore Pte Ltd 163,208,311 10.26
4 HSBC (Singapore) Nominees Pte Ltd 80,687,976 5.07
5 Kerry Holdings Limited 64,526,517 4.06
6 DBS Nominees Pte Ltd 53,699,016 3.38
7 DBSN Services Pte Ltd 35,544,900 2.23
8 Noblespirit Corporation 31,000,000 1.95
9 UOB Kay Hian Pte Ltd 22,622,943 1.42
10 United Overseas Bank Nominees Pte Ltd 20,955,970 1.32
11 Raffles Nominees Pte Ltd 19,864,676 1.25
12 Comfort Assets Limited 11,367,993 0.71
13 Mellford Pte Ltd 7,723,000 0.49
14 DB Nominees (S) Pte Ltd 6,825,489 0.43
15 BNP Paribas Securities Services Singapore 5,899,209 0.37
16 Morgan Stanley Asia (S’pore) Securities Pte Ltd 5,431,286 0.34
17 Kim Eng Securities Pte. Ltd 4,752,000 0.30
18 Balkane Investment Pte Ltd 3,948,000 0.25
19 OCBC Nominees Singapore Pte Ltd 3,940,500 0.25
20 DBS Vickers Securities (S) Pte Ltd 3,836,500 0.24

Total : 1,320,501,014 83.03

124
ALLGREEN
Properties Limited
s u b stantial s h a r e h o ldin g s
As at 10 March 2011

Shareholdings in
Shareholdings which the substantial
registered in the shareholders are
name of substantial deemed to have an Total
Name shareholders interest shareholdings %

1 Jaytech Limited 232,356,662 - 232,356,662 14.61


2 Kerry Group Limited * - 343,942,172 343,942,172 21.62
3 Kerry Holdings Limited ** 64,526,517 248,415,655 312,942,172 19.67
4 Kuok (Singapore) Limited 542,310,066 - 542,310,066 34.10

* Kerry Group Limited is deemed to have interests in:


11,367,993 shares held by Comfort Assets Limited
232,356,662 shares held by Jaytech Limited
64,526,517 shares held by Kerry Holdings Limited
1,641,000 shares held by Natalon Company Limited
750,000 shares held by Dalex Investments Limited
31,000,000 shares held by Noblespirit Corporation
2,300,000 shares held by Kerry Asset Management Limited
(1,800,000 shares through Raffles Nominees Pte Ltd and 500,000 shares through UOB Kay Hian (HK) Ltd)

** Kerry Holdings Limited is deemed to have interests in:
232,356,662 shares held by Jaytech Limited
11,367,993 shares held by Comfort Assets Limited
1,641,000 shares held by Natalon Company Limited
750,000 shares held by Dalex Investments Limited
2,300,000 shares held by Kerry Asset Management Limited
(1,800,000 shares through Raffles Nominees Pte Ltd and 500,000 shares through UOB Kay Hian (HK) Ltd)

PUBLIC SHAREHOLDING AS AT 10 MARCH 2011

Based on the registers of shareholders and to the best knowledge of the Company, the percentage of shareholding
held in the hands of the public is approximately 43.56%. The Company is therefore in compliance with Rule 723
of the SGX-ST Listing Manual.

DIRECTORS’ SHAREHOLDINGS AS AT 21 JANUARY 2011

No. of ordinary shares fully paid


Direct Interest Deemed Interest Total interest
Name of Director Held by Directors No. of Shares No. of Shares
125
1 Mr Goh Soo Siah 2,952,307 1,473,601 4,425,908
ANNUAL REPORT
2010

2 Mr Andrew Choo Hoo 870,000 - 870,000


3 Mr Khor Thong Meng 2,000,901 - 2,000,901
4 Mr Ang Keng Lam - 309,441 309,441
5 Mdm Kuok Oon Kwong 2,550,000 237,000 2,787,000
6 Mr Jimmy Seet Keong Huat 300,000 - 300,000
7 Mr Keith Tay Ah Kee 372,000 - 372,000
8 Mr Wan Fook Kong 300,000 - 300,000
9 Mr Michael Chang Teck Chai 130,500 - 130,500
N OTICE OF A N N U AL G E N E R AL MEETI N G

NOTICE IS HEREBY GIVEN that the 25th Annual General Meeting of Allgreen Properties Limited will be held at
The Gallery, Level 2, Traders Hotel, 1A Cuscaden Road, Singapore 249716 on 28 April 2011 at 10:30 am to transact the
following ordinary and special business:

AS ORDINARY BUSINESS

1. To receive and adopt the Audited Accounts of the Company for the year ended 31 (Resolution No. 1)
December 2010 and the Reports of Directors and Auditors thereon.
2. To declare a Final Tax Exempt (One-Tier) Dividend of 5 cents per share for the (Resolution No. 2)
year ended 31 December 2010.
3. To approve the payment of S$ 692,500 as Directors’ Fees for the year ended 31 (Resolution No. 3)
December 2010 (2009 : S$490,400)
4. To elect the following Directors retiring pursuant to Article 94 of the Articles of
Association of the Company and who, being eligible, offer themselves for re-election:

(i) Mr Andrew Choo Hoo (Resolution No. 4)


(ii) Mdm Kuok Oon Kwong (Resolution No. 5)
(iii) Mr Keith Tay Ah Kee (Resolution No. 6)

5. To elect the following Directors retiring pursuant to Article 95 of the Articles of Association
of the Company and who, being eligible, offer themselves for re-election:

(i) Mr Lau Wah Ming (Resolution No. 7)


(ii) Mr Michael Chang (Resolution No. 8)
6. To re-appoint the following Directors pursuant to Section 153(6) of the Companies
Act (Chapter 50) who will hold office until the next Annual General Meeting:

(i) Mr Jimmy Seet Keong Huat (Resolution No. 9)


(ii) Mr Goh Soo Siah (Resolution No. 10)
7 To re-appoint Messrs Foo Kon Tan Grant Thornton as the Company’s Auditors (Resolution No. 11)
and to authorise the Directors to fix their remuneration.

AS SPECIAL BUSINESS
8 To consider and if thought fit, to pass the following resolutions as Ordinary (Resolution No. 12)
Resolutions :-

“RESOLVED THAT pursuant to Section 161 of the Companies Act (Cap.50) and
the Listing Manual of the Singapore Exchange Securities Trading Limited, authority
be and is hereby given to the Directors of the Company to allot and issue shares of
126 the Company (“shares”), whether by way of rights, bonus or otherwise, at any time
and upon such terms and conditions and for such purposes and to such persons as
ALLGREEN
Properties Limited

the Directors may in their absolute discretion deem fit provided that:
N o t ICE OF A N N U AL G E N E R AL MEETI N G

(i) the aggregate number of shares to be issued pursuant to this Resolution does
not exceed 50 per cent of the number of issued shares of the Company, of which
the aggregate number of shares to be issued other than on a pro rata basis to
shareholders of the Company does not exceed 20 per cent of the number of
issued shares of the Company (to be calculated in such manner as may be
prescribed by the Singapore Exchange Securities Trading Limited from time
to time); and
(ii) (unless revoked or varied by the Company in general meeting) the authority
conferred by this Resolution shall continue in force until the conclusion of
the next Annual General Meeting of the Company or the date by which the
next Annual General Meeting of the Company is required by law to be held,
whichever is the earlier.”
9. “RESOLVED THAT pursuant to Section 161 of the Companies Act (Cap. 50), the (Resolution No. 13)
Directors of the Company be authorised to allot and issue shares in the Company
to the holders of options granted by the Company under the Allgreen Share Option
Scheme (the “Scheme”) upon the exercise of such options and in accordance with
the rules of the Scheme provided always that the aggregate number of shares to be
allotted and issued pursuant to the Scheme shall not exceed 15% of the total number
of issued shares of the Company for the time being.”

10. To transact any other business that may be transacted at an Annual General
Meeting.

BY ORDER OF THE BOARD


MS ISOO TAN
COMPANY SECRETARY
SINGAPORE, 5 April 2011

127
ANNUAL REPORT
2010
Notes:

1. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint not more than two proxies to attend
and vote in his stead. A proxy need not be a member of the Company. Where a member appoints two proxies, he shall specify on
each instrument of proxy the number of shares in respect of which the appointment is made, failing which the appointment shall be
deemed to be in the alternative.

2. A member of the Company which is a corporation is entitled to appoint its authorised representative or proxy to vote on its
behalf.

3. The instrument appointing a proxy must be deposited at the registered office of the Company at 1 Kim Seng Promenade #05-02,
Great World City, Singapore 237994 not less than 48 hours before the time appointed for the Meeting.

Explanatory Notes:

1. The proposed Resolutions 9 and 10 above, if passed, will authorise Mr Jimmy Seet Keong Huat and Mr Goh Soo Siah, who are both
over the age of 70, to continue in office as Directors of the Company until the next Annual General Meeting of the Company.

2. Ordinary Resolution No. 12 is to empower the Directors of the Company to issue shares in the Company up to a number not
exceeding 50% of the number of issued shares of the Company, with a sub-limit of 20% for shares issued other than on a pro rata
basis to shareholders. Subject to such manner of calculation as may be prescribed by the Singapore Exchange Securities Trading
Limited for the purpose of determining the aggregate number of shares that may be issued, the percentage of issued shares is based
on the number of the Company’s issued shares at the date of the passing of the Resolution approving the mandate after adjusting for
any new shares arising from the conversion or exercise of convertible securities, new shares arising from exercising share options
or vesting of share awards outstanding or subsisting at the time of the passing of the Resolution approving the mandate, and any
subsequent consolidation or subdivision of shares.

3. Ordinary Resolution No. 13 is to empower the Directors of the Company to issue shares of the Company to option holders upon
the exercise of options granted under the Allgreen Share Option Scheme provided that the aggregate number of shares to be issued
does not exceed 15% of the total number of issued shares of the Company for the time being.

128
ALLGREEN
Properties Limited
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1. For investors who have used their CPF moneys to buy Allgreen
Shares, this report is forwarded to them at the request of their
CPF Approved Nominees and is sent solely FOR INFORMATION
ONLY.
2. This Proxy Form is not valid for use by CPF Investors and shall
PRO X Y F OR M be ineffective for all intents and purposes if used or purported
to be used by them.

I/We of
being a *member/members of Allgreen Properties Limited (“the Company”) hereby appoint

Name Address NRIC/Passport No. Proportion of


Shareholdings (%)

and/or (delete as appropriate)

or failing *him/her, the Chairman of the 25th Annual General Meeting (“AGM”) of the Company, as *my/our *proxy/proxies to attend and
vote for *me/us on *my/our behalf at the AGM to be held on 28 April 2011 at 10.30 am and at any adjournment thereof. *I/We direct *my/
our *proxy/proxies to vote for or against the Resolutions to be proposed at the AGM as indicated hereunder. If no specific direction as to
voting is given, the *proxy/proxies will vote or abstain from voting at *his/their discretion, as *he/they will on any other matter arising at
the AGM.

No. Resolutions For Against


1. To receive and adopt the Audited Accounts for the year ended 31
December 2010 and the Reports of the Directors and Auditors thereon.
2. To declare a Final Tax Exempt (One-Tier) Dividend of 5 cents per share
for the year ended 31 December 2010.
3. To approve payment of Directors’ Fees for the year ended 31 December 2010.
To re-elect the following Directors pursuant to Article 94 of the
Articles of Association of the Company:
4. (i) Mr Andrew Choo Hoo
5. (ii) Mdm Kuok Oon Kwong
6. (iii) Mr Keith Tay Ah Kee
To elect the following Directors retiring pursuant to Article 95 of the
Articles of Association of the Company and who, being eligible, offer
themselves for re-election:
7. (i) Mr Lau Wah Ming
8. (ii) Mr Michael Chang
To re-appoint the following Directors pursuant to Section 153(6) of the
Companies Act (Chapter 50) who will hold office until the next Annual
General Meeting:
9. (i) Mr Jimmy Seet Keong Huat
10. (ii) Mr Goh Soo Siah
11. To re-appoint Messrs Foo Kon Tan Grant Thornton as Auditors and to
authorise the Directors to fix their remuneration.
12. To authorise the Directors to issue new shares pursuant to Section 161
of the Companies Act (Cap. 50) and the Listing Manual of SGX-ST.
13. To authorise the Directors to issue shares to option holders upon the
exercise of options granted under the Allgreen Share Option Scheme.

Dated this day of 2011


NO. OF SHARES HELD

Signature(s) of Member(s)/Common Seal


* Delete accordingly

IMPORTANT: PLEASE READ NOTES ON THE REVERSE



1st fold here

Please Affix
Postage Stamp
Here

THE COMPANY SECRETARY


ALLGREEN PROPERTIES LIMITED
1 KIM SENG PROMENADE #05-02
GREAT WORLD CITY
SINGAPORE 237994

2nd fold here

3rd fold here

NOTES:

1. Please insert the total number of shares held by you. If you have shares entered against your name in the Depository Register (as defined in Section 130A of the Companies Act,
Chapter 50), you should insert that number of shares. If you have shares registered in your name in the Register of Members, you should insert that number of shares. If you have
shares entered against your name in the Depository Register and shares registered in your name in the Register of Members, you should insert the aggregate number of shares entered
against your name in the Depository Register and registered in your name in the Register of Members. If no number is inserted, the instrument appointing a proxy or proxies shall
be deemed to relate to all the shares held by you.
2. A member of the Company entitled to attend and vote at a meeting of the Company is entitled to appoint one or two proxies to attend and vote in his stead. A proxy need not be a
member of the Company.
3. Where a member appoints two proxies, the appointments shall be invalid unless he specifies the proportion of his shareholding (expressed as a percentage of the whole) to be
represented by each proxy.
4. The instrument appointing a proxy or proxies must be deposited at the registered office of the Company at 1 Kim Seng Promenade #05-02, Great World City, Singapore 237994 not
later than 48 hours before the time appointed for AGM.
5. The instrument appointing a proxy or proxies must be signed by the appointor or his attorney, duly authorised in writing. Where the instrument appointing a proxy or proxies is
executed by a body corporate, it must be executed either under its seal or under the hand of an officer or attorney duly authorised. Where an instrument appointing a proxy or proxies
is signed on behalf of the appointor by an attorney, the letter of power of attorney or a duly certified copy thereof must be lodged with the instrument, failing which the instrument
may be treated as invalid.
6. A corporation which is a member may authorise by resolution of its directors or other governing body such person as it thinks fit to act as its representative at the AGM in accordance
with its Articles of Association and Section 179 of the Companies Act, Chapter 50.
7. The Company shall be entitled to reject the instrument of proxy or proxies if it is incomplete, improperly completed or illegible or where the true intentions of the appointor are not
ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case of shares entered in the Depository Register, the
Company may reject any instrument of proxy or proxies lodged if the member, being the appointor, is not shown to have shares entered against his name in the Depository Register
as at 48 hours before the time appointed for holding the AGM, as certified by The Central Depository (Pte) Limited to the Company.

Allgreen Properties Limited

1 K i m S e n g P r o m e n a d e # 0 5 - 0 2 G r e a t Wo r l d C i t y S i n g a p o r e 2 3 7 9 9 4
(Company Registration No.: 198601009N)

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